Abbott Board Of Directors Approves Separation Of AbbVie And Declares Special Dividend Distribution Of AbbVie Stock

ABBOTT PARK, Ill., Nov. 28, 2012 /PRNewswire/ -- Abbott (NYSE: ABT) announced today that its board of directors has approved the separation of its research-based pharmaceuticals business, which will be known as AbbVie Inc., and declared a special dividend distribution of all of the outstanding shares of AbbVie common stock.

For every 1 share of Abbott common shares held, Abbott shareholders will receive 1 share of AbbVie common stock. No fractional shares of AbbVie will be issued. Shareholders will receive cash in lieu of fractional shares. The special dividend distribution is expected to be paid on Jan. 1, 2013, to Abbott shareholders of record as of the close of business on Dec. 12, 2012.

The distribution of AbbVie common stock will complete the separation of the research-based pharmaceuticals business from Abbott. After the distribution, AbbVie will be an independent, publicly-traded company and Abbott will retain no ownership interest. AbbVie common stock is expected to begin trading on Jan. 2, 2013, on the New York Stock Exchange (NYSE) under the ticker symbol ABBV. Abbott will continue to trade on the NYSE under the ticker symbol ABT.

"Today's announcement marks another important milestone toward the completion of our business separation," said Miles D. White, chairman and chief executive officer, Abbott. "Abbott and AbbVie are well-positioned to begin 2013 as leaders in their respective markets."

Distribution of the stock dividend is subject to the Securities and Exchange Commission (SEC) having declared effective AbbVie's Registration Statement on Form 10, as amended, which AbbVie has filed with the SEC and is available at http://www.abbottinvestor.com. The special dividend distribution is subject to the conditions set forth in the Separation and Distribution Agreement between Abbott and AbbVie, filed as an exhibit to AbbVie's Registration Statement on Form 10.

Abbott has received a private ruling from the U.S. Internal Revenue Service, for U.S. federal income tax purposes, that the distribution of AbbVie common stock is tax-free to U.S. holders of Abbott common stock. However, cash received in lieu of fractional shares may be taxable to such holders.

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