Abbott Laboratories Acquistion of Vysis, Inc. Clears Antitrust Review
Abbott Laboratories (NYSE:ABT) announced today that the waiting period has expired under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 applicable to Abbott's pending acquisition of Vysis, Inc. (Nasdaq:VYSI). The expiration of the Hart-Scott-Rodino waiting period satisfies one of the conditions to consummation of the pending acquisition.
The two companies announced on October 24, 2001 that they had entered into a definitive agreement for Abbott to acquire Vysis, a leading genomic disease management company that develops and markets clinical laboratory products, which provide information critical to the evaluation and management of cancer, prenatal disorders and other genetic diseases.
Abbott commenced a cash tender offer on October 31, 2001 for all outstanding shares of Vysis at a price of $30.50 per share. The tender offer is scheduled to expire at midnight, New York City time, on Thursday, November 29, 2001, unless the tender offer is extended. The consummation of the tender offer is subject to receipt of at least 51 percent of the Vysis shares (on a fully-diluted basis) and other conditions specified in the offer documents. Following completion of the tender offer and, if required, receipt of stockholder approval, Abbott intends to consummate a merger in which remaining Vysis shareholders will receive the same cash price per share as paid in the tender offer. The transaction value is approximately $355 million.
As part of the transaction with Vysis, Abbott has entered into an agreement with Amoco Technology Company (ATC), an indirect subsidiary of BP America Inc. and owner of approximately 65 percent of the outstanding shares of Vysis, pursuant to which ATC has agreed to tender and not withdraw all of its Vysis shares in the tender offer. ATC has tendered all of its Vysis shares in the offer in accordance with the agreement.
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