Abbott to commence tender offer to acquire AMO for $22 per share

ABBOTT PARK, Ill. — Abbott is commencing a cash tender offer to obtain all outstanding shares of Advanced Medical Optics' common stock at a price of $22 per share, according to a press release from Abbott. The offer has been made in accordance with the terms of the agreement and plan of merger signed earlier this month by Abbott, Abbott-subsidiary Rainforest Acquisition and AMO.

The consummation of the tender offer will be contingent on the tender of a majority of the outstanding shares of AMO's common stock on a fully diluted basis, as well as receipt of antitrust authorizations and other conditions that will be specified in the offer documents, the release said.

Once the tender offer has been completed and, if required, stockholder approval has been verified, Abbott expects to consummate a merger under which AMO's remaining stockholders will receive the same cash price-per-share as paid in the tender offer, according to the release.

Abbott has also entered into tender and support agreements with ValueAct Capital Master Fund LP, ValueAct Capital Master Fund III LP, G. Mason Morfit and James V. Mazzo, pursuant to which such stockholders have committed to accept the tender offer and to tender all of their AMO shares, which represent approximately 12.5% of the company's fully diluted outstanding shares.