Abbott Announces Pricing Of AbbVie's $14.7 Billion Private Placement Notes Offering

ABBOTT PARK, Ill., Nov. 5, 2012 /PRNewswire/ -- Abbott (NYSE: ABT) announced today that its wholly-owned subsidiary, AbbVie Inc., priced the private placement offering launched on Nov. 5, 2012, of $3.5 billion of 1.20% senior notes due 2015 (the "2015 Notes"), $4 billion of 1.75% senior notes due 2017 (the "2017 Notes"), $1 billion of 2.00% senior notes due 2018 (the "2018 Notes"), $3.1 billion of 2.90% senior notes due 2022 (the "2022 Notes"), $2.6 billion of 4.40% senior notes due 2042 (the "2042 Notes"), and $500 million of floating rate senior notes due 2015 (the "Floating Rate Notes," and, together with the 2015 Notes, the 2017 Notes, the 2018 Notes, the 2022 Notes and the 2042 Notes, the "Notes"). The closing of the offering is expected to occur on Nov. 8, 2012, subject to customary closing conditions.

Interest on the 2015 Notes, the 2017 Notes, the 2018 Notes, the 2022 Notes and the 2042 Notes will be payable semiannually, in cash in arrears, on May 6 and Nov. 6 of each year, commencing on May 6, 2013. Interest on the Floating Rate Notes will be payable quarterly, in cash in arrears, on Feb. 6, May 6, Aug. 6 and Nov. 6 of each year, commencing on Feb. 6, 2013. Each series of Notes initially will be guaranteed on an unsecured, unsubordinated basis by Abbott. Each of the Abbott guarantees will terminate upon the distribution of shares of AbbVie common stock to Abbott shareholders. AbbVie intends to use the net proceeds from the sale of the Notes (other than the 2022 Notes, which will be sold by a selling noteholder) to make a cash distribution to Abbott, to pay related fees and expenses and for general corporate purposes.  Abbott intends to use the proceeds it receives from AbbVie, in part, to fund its previously announced cash tender offers for certain of Abbott's outstanding notes.

The Notes are being offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and outside the United States, only to non-U.S. investors pursuant to Regulation S under the Securities Act. The Notes will not be initially registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or a transaction not subject to the registration requirements of the Securities Act or any state securities laws.

̶This press release shall not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. Any offers of the Notes will be made only by means of a private offering memorandum.

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