For Immediate Release
Contacts:
MEDIA
Christy Beckmann
(847) 938-9725
-or-
Melissa Brotz
(847) 935-3456
FINANCIAL COMMUNITY
John B. Thomas
(847) 938-2655
ABBOTT LABORATORIES TO ACQUIRE PHARMACEUTICAL BUSINESS OF BASF,
INCLUDING GLOBAL KNOLL OPERATIONS
- $6.9 BILLION ACQUISITION WILL ENHANCE ABBOTT'S GLOBAL PHARMACEUTICAL
INFRASTRUCTURE, INCREASE PHARMACEUTICAL R&D SPENDING AND
ADD KEY PRODUCTS AND TECHNOLOGIES -
Abbott Park, Ill., Dec. 15, 2000 -- Abbott Laboratories (NYSE:ABT) and
BASF (NYSE: BF) today announced that the companies have entered into a
definitive agreement for Abbott to acquire the pharmaceutical business of
BASF, which includes the global operations of Knoll, enhancing Abbott's
global pharmaceutical business and enabling Abbott to broaden its global
infrastructure, acquire late-stage and marketed products, increase its
pharmaceutical R&D spending significantly and access leading monoclonal
antibody technologies.
-more-
ABBOTT LABORATORIES TO ACQUIRE PHARMACEUTICAL BUSINESS OF BASF,
INCLUDING GLOBAL KNOLL OPERATIONS
PAGE 2
Under terms of the agreement, Abbott will pay $6.9 billion in cash (7.8
billion euros) for the pharmaceutical business of BASF, which includes the
global operations of Knoll. Subject to approval by regulatory agencies and
customary closing conditions, the transaction is expected to be completed in
the first quarter of 2001.
Excluding the impact of one-time charges, on a diluted earnings per
share basis, Abbott expects the acquisition will result in a $0.12 dilution
in 2001, and be accretive thereafter. The acquisition will be financed
through a combination of internal cash resources and external borrowings.
"Our acquisition of BASF's pharmaceutical business is an excellent
strategic fit that demonstrates Abbott's commitment to our global
pharmaceutical business and offers significant synergies," said Miles D.
White, chairman and chief executive officer of Abbott. "BASF Pharma enhances
Abbott's position as a global pharmaceutical company through increased sales,
greater pharmaceutical research and development capacity, and a solid
commercial business, in particular across Europe and in Japan. Importantly,
the acquisition will also bring leading monoclonal antibody technology, and a
strong research presence in immunology with a high-potential product, D2E7
for rheumatoid arthritis."
-more-
ABBOTT LABORATORIES TO ACQUIRE PHARMACEUTICAL BUSINESS OF BASF,
INCLUDING GLOBAL KNOLL OPERATIONS
PAGE 3
According to Juergen F. Strube, chairman of the Board of Executive
Directors of BASF, the sale to Abbott is a logical development. "In recent
years we have thoroughly investigated all conceivable options for the future
of our pharmaceutical business and are now convinced that this business has
greater chances of success with Abbott, a large, globally operating
pharmaceutical manufacturer. The proceeds from the sale give BASF the
ability to strengthen its core businesses through investment and focused
acquisitions for continued profitable growth."
The acquisition of the BASF Pharma business complements the product
portfolio in several of Abbott's core franchises, including metabolic
diseases and pain management. It also gives Abbott best-in-class research
and manufacturing capabilities at the Worcester, Mass., facility, where
outstanding scientists are focused on advanced monoclonal antibody programs
for the development of drugs with application for autoimmune and inflammatory
diseases such as rheumatoid arthritis and Crohn's disease.
BASF Pharma employs approximately 10,700 people worldwide, is expected
to have sales of $2.1 billion or 2.6 billion euros in 2000, and operates in
the fields of metabolic, autoimmune disease and pain relief. Its top selling
products include Synthroid-Registered Trademark- for the treatment of thyroid
insufficiency, Rythmol-TM-/Rytmonorm-Registered Trademark- for arrhythmia and
Meridia-TM-/Reductil-Registered Trademark- for the management of obesity.
-more-
ABBOTT LABORATORIES TO ACQUIRE PHARMACEUTICAL BUSINESS OF BASF,
INCLUDING GLOBAL KNOLL OPERATIONS
PAGE 4
Abbott Laboratories is a global, diversified health care company devoted
to the discovery, development, manufacture and marketing of pharmaceutical,
diagnostic, nutritional and hospital products. The company employs 60,000
people and markets its products in more than 130 countries. In 1999, the
company's sales and net earnings were $13.2 billion and $2.4 billion,
respectively, with diluted earnings per share of $1.57.
Abbott's news releases and other information are available on the
company's web site at www.abbott.com. Today at 9 AM EST, Abbott will webcast
its live analysts' presentation, which will be archived through Dec. 22.
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 --
A CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
SOME OF THE STATEMENTS MADE IN THIS NEWS RELEASE, PARTICULARLY THOSE
WITH RESPECT TO EARNINGS PROJECTIONS, FINANCIAL CONDITION, RESULTS OF
OPERATIONS, BUSINESS STRATEGIES, OPERATING EFFICIENCIES OR SYNERGIES,
COMPETITIVE POSITIONS, GROWTH OPPORTUNITIES FOR EXISTING PRODUCTS, AND PLANS
AND OBJECTIVES OF MANAGEMENT ARE 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. ECONOMIC, COMPETITIVE, GOVERNMENTAL,
TECHNOLOGICAL AND OTHER FACTORS THAT MAY AFFECT ABBOTT'S OPERATIONS ARE
DISCUSSED IN EXHIBIT 99.1 OF OUR 1999 FORM 10-K AND IN OUR PERIODIC REPORTS
ON FORM 10-Q AND FORM 8-K, WHICH ARE INCORPORATED BY REFERENCE. WE UNDERTAKE
NO OBLIGATION TO RELEASE PUBLICLY ANY REVISIONS TO FORWARD-LOOKING STATEMENTS
AS THE RESULT OF SUBSEQUENT EVENTS OR DEVELOPMENTS.
###
The contact for questions at Abbott Laboratories for media outside the
United States is Laureen Cassidy (++ 44 781 842 7948) or 847-938-7743.
The contact for media questions at BASF is Michael Grabicki, telephone
+49 (621)60-99938, Fax +49(621)60-20129. Mail: michael.grabicki@basf-ag.de.
The BASF web site is www.basf.com.