Abbott Commences Tender Offer and Consent Solicitation for CFR International SpA 5.125% Senior Notes due 2022

Dec 15, 2014, 09:00 ET from Abbott

ABBOTT PARK, Ill., Dec. 15, 2014 /PRNewswire/ -- Abbott (NYSE: ABT) today announced that its wholly-owned subsidiary, Abbott Laboratories (Chile) Holdco (Dos) SpA, a Chilean corporation ("ALH"), has commenced a tender offer (the "U.S. Notes Offer"), in which it is offering to purchase for cash any and all of the outstanding $300 million aggregate principal amount of 5.125% Senior Notes due 2022 (the "Notes") issued by CFR International SpA, a Chilean corporation and subsidiary of ALH. In conjunction with the U.S. Notes Offer, ALH is soliciting consents to proposed amendments to the indenture governing the Notes (the "Proposed Amendments") that will eliminate substantially all of the restrictive covenants, as well as various events of default and related provisions. Holders who tender their Notes must consent to the Proposed Amendments, and no consents to the Proposed Amendments may be delivered without tendering the related Notes.  

The U.S. Notes Offer will expire at 12 p.m., New York City time, on Jan. 14, 2015, unless extended or earlier terminated (the "Expiration Time"). 

ALH is offering to pay:

  • To holders who validly tender their Notes and consent to the Proposed Amendments before 5 p.m., New York City time, on Dec. 29, 2014, unless extended or earlier terminated (the "Early Payment Deadline"), $1,126.25 per $1,000 principal amount of Notes; and
  • To holders who validly tender their Notes and consent to the Proposed Amendments after the Early Payment Deadline, but before the Expiration Time, $1,096.25 per $1,000 principal amount of Notes.

All Holders whose Notes are purchased in the U.S. Notes Offer will be paid accrued and unpaid interest on their purchased Notes to, but not including, the date of payment for their Notes. 

The U.S. Notes Offer is subject to the satisfaction of certain conditions including: (i) consents to the Proposed Amendments from holders of at least a majority of the aggregate principal amount of the outstanding Notes, (ii) the Proposed Amendments becoming effective and (iii) certain other customary conditions. The U.S. Notes Offer is not conditioned on the receipt of financing.

The complete terms and conditions of the U.S. Notes Offer are described in the Offer to Purchase and Consent Solicitation dated Dec. 15, 2014, and the related Letter of Transmittal, copies of which may be obtained from Global Bondholder Services Corporation, the information agent for the U.S. Notes Offer and the consent solicitation, by calling 1-866-924-2200.

About Abbott
Abbott is a global healthcare company devoted to improving life through the development of products and technologies that span the breadth of healthcare. With a portfolio of leading, science-based offerings in diagnostics, medical devices, nutritionals and branded generic pharmaceuticals, Abbott serves people in more than 150 countries and employs approximately 69,000 people.

Visit Abbott at www.abbott.com and connect with us on Twitter at @AbbottNews.

Private Securities Litigation Reform Act of 1995 – A Caution Concerning Forward-Looking Statements
Some statements in this news release may be forward-looking statements for purposes of the Private Securities Litigation Reform Act of 1995. Abbott cautions that these forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those indicated in the forward-looking statements. Such risks and uncertainties include the failure to consummate the tender offer and potential changes in market conditions, as well as certain economic, competitive, governmental, technological and other factors that may affect Abbott's operations, which are discussed in Item 1A, "Risk Factors," to our Annual Report on Securities and Exchange Commission Form 10-K for the year ended Dec. 31, 2013 and are incorporated by reference. Abbott undertakes no obligation to release publicly any revisions to forward-looking statements as a result of subsequent events or developments, except as required by law.

 

SOURCE Abbott



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