Dear Valued Visitor,

We have noticed that you are using an ad blocker software.

Although advertisements on the web pages may degrade your experience, our business certainly depends on them and we can only keep providing you high-quality research based articles as long as we can display ads on our pages.

To view this article, you can disable your ad blocker and refresh this page or simply login.

We only allow registered users to use ad blockers. You can sign up for free by clicking here or you can login if you are already a member.

Filing Details

Accession Number:
0001104659-10-021021
Form Type:
4
Zero Holdings:
No
Publication Time:
2010-04-21 13:00:00
Reporting Period:
2010-04-20
Filing Date:
2010-04-21
Accepted Time:
2010-04-21 17:07:32
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1441848 Facet Biotech Corp FACT Pharmaceutical Preparations (2834) 263070657
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1800 Laboratories Abbott 100 Abbott Park Road
Abbott Park IL 60064
No No Yes No
1486751 Amber Acquisition Inc. 100 Abbott Park Road
Abbott Park IL 60064
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2010-04-20 62,652,055 $27.00 81,909,724 No 4 P Direct
Common Stock Acquisiton 2010-04-21 5,980,034 $27.00 1,000 No 4 J Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
No 4 J Direct
Footnotes
  1. This form is a joint filing by Abbott Laboratories ("Abbott") and Amber Acquisition Inc., a wholly-owned subsidiary of Abbott (the "Purchaser").
  2. This Form 4 relates to shares of common stock, par value $0.01 per share (the "Common Stock"), and the associated preferred stock purchase rights issued in connection with the Rights Agreement, dated as of September 7, 2009, as amended by the amendments thereto dated as of December 15, 2009, December 16, 2009 and March 9, 2010, by and between Facet and Mellon Investor Services LLC (together with the Common Stock, the "Shares"), of Facet.
  3. Reflects Shares of Facet acquired by the Purchaser upon the exercise of the "top-up" option described in the Tender Offer Statement on Schedule TO, as amended or supplemented, initially filed with the Securities and Exchange Commission on March 23, 2010 by Abbott and the Purchaser (the "Schedule TO").
  4. Following the exercise of the "top-up" option, Facet was merged with and into the Purchaser with Facet surviving the merger as a wholly-owned subsidiary of Abbott pursuant to a "short-form merger" under Delaware law as described in the Schedule TO (the "Merger"). At the effective time of the Merger, these Shares were cancelled and ceased to exist.
  5. Reflects all of the outstanding shares of Facet not tendered in the offer, which may be deemed to have been acquired by Abbott and the Purchaser pursuant to the consummation of the Merger. At the effective time of the Merger, these Shares were cancelled and ceased to exist.
  6. Prior to the Merger, Abbott held 1,000 shares of the common stock, no par value per share, of the Purchaser (the "Purchaser Shares"), which represented all of the issued and outstanding capital stock of the Purchaser. At the effective time of the Merger, each Purchaser Share was converted into one share of common stock of Facet, as the surviving corporation of the Merger, and as a result Abbott acquired 100% of the equity interest of Facet.