Abbott Successfully Completes Tender Offer for Shares of Facet Biotech
Source: www.abbott.cz

Abbott announced the successful completion of the tender offer by its wholly owned subsidiary Amber Acquisition Inc. to purchase all of the outstanding shares of common stock of Facet Biotech. The tender offer expired at midnight, Eastern time, on Monday, April 19, 2010 and was not extended.
The depositary for the tender offer has advised Abbott that a total of 19,257,669 shares of Facet common stock were validly tendered and not withdrawn (including 914,673 shares subject to guaranteed delivery procedures). These shares represent approximately 76.3% of Facet's outstanding shares of common stock, or 70.4% on a fully diluted basis. All Facet shares that were validly tendered in the offer and not properly withdrawn have been accepted for payment.
Abbott also announced that Amber intends to exercise its option, under the terms of the previously announced merger agreement, to purchase directly from Facet a number of additional shares sufficient to give Amber ownership of more than 90% of Facet's outstanding common stock on a fully diluted basis. Exercise of this option will permit a short-form merger, which Abbott intends to effect as promptly as practicable, without the need for a meeting of Facet stockholders. As a result of the merger, the remaining Facet stockholders (other than those who properly exercise dissenters' rights) will receive the same $27 per share price, without interest and subject to any required withholding taxes, that was paid in the tender offer. After the merger, Facet will be a wholly owned subsidiary of Abbott and Facet shares will cease to be traded on the NASDAQ.
Abbott has completed its acquisition of Facet Biotech Corporation, strengthening its pharmaceutical pipeline in immunology and oncology.
The acquisition provides Abbott with a promising biologic intended to treat multiple sclerosis (MS) and compounds that complement its existing diverse oncology program. The new Abbott compounds include daclizumab – a Phase II investigational biologic intended to treat MS that is expected to move into Phase III development in the second quarter 2010 – and oncology compounds in early- to mid-stage development that are being studied to treat different types of cancer, including multiple myeloma and chronic lymphocytic leukemia.
"Facet's depth of biologics experience and sophisticated antibody engineering platforms complement Abbott's current R&D programs in oncology, immunology and other therapeutic areas," said John Leonard, M.D., senior vice president, global pharmaceutical research and development, Abbott.
The final step in the acquisition process was a short-form merger of Amber Acquisition Inc., a wholly-owned subsidiary of Abbott, with and into Facet Biotech Corporation. As a result of the merger, all outstanding shares of Facet common stock not tendered in the cash tender offer (other than those as to which holders properly exercise dissenters' rights) were converted into the right to receive $27 per share in cash, without interest and subject to any required withholding taxes.
www.abbott.cz
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