Current Report Filing (8-k)
November 12 2019 - 6:15AM
Edgar (US Regulatory)
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Common Shares, Without Par Value
ABT
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2019-11-11
2019-11-12
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2019-11-11
2019-11-12
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Common Shares, Without Par Value
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ABT
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
November 12, 2019
Date of Report (Date of earliest event reported)
ABBOTT LABORATORIES
(Exact name of registrant as specified in
charter)
Illinois
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1-2189
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36-0698440
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(State or other Jurisdiction
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(Commission File Number)
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(IRS Employer
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of Incorporation)
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Identification No.)
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100 Abbott Park Road
Abbott Park, Illinois 60064-6400
(Address of principal executive offices)(Zip
Code)
Registrant’s telephone number, including
area code: (224) 667-6100
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities Registered Pursuant to Section 12(b) of
the Act:
Title of Each Class
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Trading Symbol(s)
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Name of Each Exchange
on Which Registered
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Common Shares, Without Par Value
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ABT
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New York Stock Exchange
Chicago Stock Exchange, Inc.
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01. Other Events
Abbott Ireland Financing DAC (the “Issuer”), a designated
activity company incorporated under Irish law and an indirect wholly-owned subsidiary of Abbott Laboratories (“Abbott”),
intends to offer senior unsecured notes (the “Notes”) in an offering exempt from registration under the Securities
Act of 1933, as amended (the “Securities Act”), pursuant to Regulation S, subject to market and other conditions. Abbott
will unconditionally and irrevocably guarantee the Notes on an unsecured, unsubordinated basis. The Issuer expects to provide the
net proceeds from the offering of the Notes to one or more members of the Abbott group for the purpose of financing (i) the redemption
and/or repayment of a portion of Abbott’s outstanding 2.900% Notes due 2021 and (ii) the payment of any premium and accrued
interest in respect thereof and other fees, expenses and costs associated therewith.
The Notes have not been and will not be registered under the
Securities Act, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, absent
registration or exemption from registration under the U.S. Securities Act. Neither this document nor the information contained
herein constitutes or forms part of an offer to sell or the solicitation of an offer to buy any Notes in the United States.
Forward-Looking Statements
Some statements in this Current Report on Form 8-K may be “forward-looking
statements” for purposes of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “anticipates,”
“intends,” “plans,” “believes,” “seeks,” “estimates,” “forecasts,”
variations of these words, and similar expressions are intended to identify these forward-looking statements. 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 under Item 1A. “Risk Factors” in Abbott’s most recent Annual Report
on Form 10-K. Abbott undertakes no obligation to release publicly any revisions to forward-looking statements as a result of subsequent
events or developments, except as required by law.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ABBOTT LABORATORIES
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Date: November 12, 2019
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By:
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/s/ Brian B. Yoor
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Brian B. Yoor
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Executive Vice President, Finance and Chief Financial Officer
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