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Published on 2/25/2009 in the Prospect News Special Situations Daily.

Abbott completes tender offer for Advanced Medical Optics

By Lisa Kerner

Charlotte, N.C., Feb. 25 - Abbott Laboratories said a total of approximately 56,395,914 shares of Advanced Medical Optics, Inc. common stock were validly tendered and not withdrawn in Abbott's tender offer that ended Tuesday.

The total number of shares tendered includes approximately 6,657,258 shares subject to guaranteed delivery procedures, according to an Abbott news release.

On Jan. 12, Abbott announced it would acquire Advanced Medical Optics for $22 per share, or a total of $2.8 billion including net debt.

Abbott and its subsidiaries now own about 93.5% of the outstanding shares of Advanced Medical Optics common stock, or about 83.1% on a fully diluted basis.

To complete its acquisition of Advanced Medical Optics, Abbott said it will effect a short-form merger "as soon as practicable." A meeting of Advanced Medical Optics shareholders is not required.

Once the merger is complete, Advanced Medical Optics will be a wholly owned subsidiary of Abbott and its shares will cease trading on the New York Stock Exchange.

Santa Ana, Calif.-based Advanced Medical Optics operates in three segments: cataract surgery, Lasik and eye-care products.

Abbott is a biopharmaceutical company located in Abbott Park, Ill.


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