NORTH CHICAGO, Ill.,
Nov. 18, 2020 /PRNewswire/ -- AbbVie
Inc. (NYSE:ABBV) ("AbbVie") announced today the expiration and
final results of its offers to exchange (the "Registered Exchange
Offers") any and all of its outstanding (i) $30,000,000,000 aggregate principal amount of
senior unsecured notes previously issued on November 21, 2019 (the "2019 USD Notes"), (ii) $13,251,781,000 aggregate principal amount of
senior unsecured notes previously issued on May 14, 2020 (the "2020
USD Notes" and, together with the 2019 USD Notes, the "USD Notes") and (iii)
€2,517,066,000 aggregate principal amount of senior unsecured notes
previously issued on May 14, 2020
(the "Euro Notes" and, together with the USD Notes, the "Original
Notes"), each issued pursuant to an exemption from the registration
requirements of the Securities Act of 1933, as amended (the
"Securities Act"), for an equal principal amount of new notes in a
transaction registered under the Securities Act (the "Registered
Notes").
The Registered Exchange Offer expired at 5:00 p.m., New York
City time, on November 17,
2020 (the "Expiration Date"). As of the Expiration Date, the
aggregate principal amounts of Original Notes set forth in the
table below had been validly tendered and not validly withdrawn.
AbbVie has accepted for exchange all such tendered Original Notes
in the Registered Exchange Offers.
Title of Series of
Original Notes
|
Amount
Outstanding at
Commencement
|
Amount
Tendered
as of the Expiration
Date
|
Percentage
|
Senior Floating Rate
Notes due May 2021
|
$750,000,000
|
$749,997,000
|
99.99%
|
Senior Floating Rate
Notes due November 2021
|
$750,000,000
|
$750,000,000
|
100.00%
|
2.150% Senior Notes
due 2021
|
$1,750,000,000
|
$1,747,810,000
|
99.87%
|
5.000% Senior Notes
due 2021
|
$1,175,701,000
|
$1,167,612,000
|
99.31%
|
3.450% Senior Notes
due 2022
|
$2,627,036,000
|
$2,621,596,000
|
99.79%
|
3.250% Senior Notes
due 2022
|
$1,462,358,000
|
$1,460,974,000
|
99.91%
|
Senior Floating Rate
Notes due 2022
|
$750,000,000
|
$739,760,000
|
98.63%
|
2.300% Senior Notes
due 2022
|
$3,000,000,000
|
$2,989,850,000
|
99.66%
|
2.800% Senior Notes
due 2023
|
$244,575,000
|
$242,174,000
|
99.02%
|
3.850% Senior Notes
due 2024
|
$945,394,000
|
$944,278,000
|
99.88%
|
2.600% Senior Notes
due 2024
|
$3,750,000,000
|
$3,739,140,000
|
99.71%
|
3.800% Senior Notes
due 2025
|
$2,890,467,000
|
$2,889,199,000
|
99.96%
|
2.950% Senior Notes
due 2026
|
$4,000,000,000
|
$3,990,755,000
|
99.77%
|
3.200% Senior Notes
due 2029
|
$5,500,000,000
|
$5,437,485,000
|
98.86%
|
4.550% Senior Notes
due 2035
|
$1,681,354,000
|
$1,681,353,000
|
99.99%
|
4.050% Senior Notes
due 2039
|
$4,000,000,000
|
$4,000,000,000
|
100.00%
|
4.625% Senior Notes
due 2042
|
$389,217,000
|
$389,217,000
|
100.00%
|
4.850% Senior Notes
due 2044
|
$1,008,583,000
|
$1,008,483,000
|
99.99%
|
4.750% Senior Notes
due 2045
|
$827,096,000
|
$827,091,000
|
99.99%
|
4.250% Senior Notes
due 2049
|
$5,750,000,000
|
$5,745,050,000
|
99.91%
|
0.500% Senior Notes
due 2021
|
€539,018,000
|
€525,068,000
|
97.41%
|
1.500% Senior Notes
due 2023
|
€433,228,000
|
€409,028,000
|
94.41%
|
1.250% Senior Notes
due 2024
|
€603,389,000
|
€577,719,000
|
95.75%
|
2.625% Senior Notes
due 2028
|
€427,893,000
|
€427,793,000
|
99.98%
|
2.125% Senior Notes
due 2029
|
€513,538,000
|
€506,088,000
|
98.55%
|
Upon the settlement of the Registered Exchange Offers, holders
of Original Notes who validly tendered and did not validly withdraw
such Original Notes prior to the Expiration Date will receive a
like principal amount of Registered Notes of the applicable series.
AbbVie expects that such settlement will occur on or about
November 19, 2020.
The terms of the Registered Notes to be issued in the Registered
Exchange Offers are substantially identical to the terms of the
corresponding series of Original Notes, except that the offering of
the Registered Notes will be registered under the Securities Act
and the transfer restrictions, registration rights and additional
interest provisions applicable to the Original Notes will not apply
to the Registered Notes. AbbVie will issue the Registered Notes
under the same indentures that govern the applicable series of
Original Notes. The Registered Exchange Offers do not represent a
new financing transaction.
A Registration Statement on Form S-4 (File No. 333-249277) (the
"Registration Statement") relating to the Registered Exchange
Offers was filed with the Securities and Exchange Commission on
October 2, 2020 and was declared
effective on October 16, 2020. The
Registered Exchange Offers were made pursuant to the terms and
subject to the conditions set forth in a prospectus dated
October 19, 2020 (as the same may be
amended or supplemented, the "Prospectus"), which has been filed
with the Securities and Exchange Commission and forms a part of the
Registration Statement.
This press release is not an offer to sell or exchange or a
solicitation of an offer to buy or exchange any of the securities
described herein.
About AbbVie
AbbVie's mission is to discover and deliver innovative medicines
that solve serious health issues today and address the medical
challenges of tomorrow. We strive to have a remarkable impact on
people's lives across several key therapeutic areas: immunology,
oncology, neuroscience, eye care, virology, women's health and
gastroenterology, in addition to products and services across its
Allergan Aesthetics portfolio. For more information about AbbVie,
please visit us at www.abbvie.com.
Follow @abbvie on Twitter, Facebook, Instagram, YouTube and LinkedIn.
Cautionary Statement Regarding Forward-Looking
Statements
Some statements in this press release may be forward-looking
statements for purposes of the Private Securities Litigation Reform
Act of 1995. The words "believe," "expect," "anticipate,"
"project," and similar expressions, among others, generally
identify forward-looking statements. AbbVie cautions that these
forward-looking statements are subject to risks and uncertainties,
including the impact of the COVID-19 pandemic on AbbVie's
operations, results and financial results, which may cause actual
results to differ materially from those indicated in the
forward-looking statements. Such risks and uncertainties include,
but are not limited to, the failure to realize the expected
benefits of AbbVie's acquisition of Allergan (the "Acquisition"),
the failure to promptly and effectively integrate Allergan's
businesses, significant transaction costs and/or unknown or
inestimable liabilities, potential litigation associated with the
Acquisition, challenges to intellectual property, competition from
other products, difficulties inherent in the research and
development process, adverse litigation or government action and
changes to laws and regulations applicable to our industry. These
forward-looking statements are based on numerous assumptions and
assessments made in light of AbbVie's experience and perception of
historical trends, current conditions, business strategies,
operating environment, future developments and other factors it
believes appropriate. By their nature, forward-looking statements
involve known and unknown risks and uncertainties because they
relate to events and depend on circumstances that will occur in the
future. The factors described in the context of such
forward-looking statements in this press release could cause
AbbVie's plans with respect to Allergan or AbbVie's actual results,
performance or achievements, industry results and developments to
differ materially from those expressed in or implied by such
forward-looking statements. Although it is believed that the
expectations reflected in such forward-looking statements are
reasonable, no assurance can be given that such expectations will
prove to have been correct and persons reading this press release
herein are therefore cautioned not to place undue reliance on these
forward-looking statements which speak only as at the date of this
press release. Additional information about economic, competitive,
governmental, technological and other factors that may affect
AbbVie is set forth in the Prospectus under "Risk Factors" and in
AbbVie's filings with the Securities and Exchange Commission,
including the risk factors discussed in AbbVie's most recent Annual
Report on Form 10-K, as updated by its Quarterly Reports on Form
10-Q and in other documents that AbbVie subsequently files with the
Securities and Exchange Commission that update, supplement or
supersede such information. AbbVie notes these factors for
investors as permitted by the Private Securities Litigation Reform
Act of 1995.
Any forward-looking statements in this press release are based
upon information available to AbbVie as of the date of this press
release and, while believed to be true when made, may ultimately
prove to be incorrect. Subject to any obligations under applicable
law, AbbVie undertakes no obligation to update any forward-looking
statement whether as a result of new information, future
developments or otherwise, or to conform any forward-looking
statement to actual results, future events, or to changes in
expectations. All subsequent written and oral forward-looking
statements attributable to AbbVie or any person acting on its
behalf are expressly qualified in their entirety by this
paragraph.
Please carefully review and consider the various disclosures
made in this press release, the Prospectus and the documents
incorporated by reference therein that attempt to advise interested
parties of the risks and factors that may affect our business,
prospects and results of operations.
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SOURCE AbbVie