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Alere Shareholders Approve Abbott Acquisition

NEW YORK (GenomeWeb) – Alere today announced that its shareholders have voted to approve the company's acquisition by Abbott. Alere said that more than 98 percent of the votes cast at a special meeting — representing 77 percent of outstanding Alere shares on Aug. 26 — voted in favor of the acquisition.

"The overwhelming support we received from our shareholders today is recognition of the significant value that the combination of Alere and Abbott unlocks for our global customers, employees, and shareholders," Alere President and CEO Namal Nawana said in a statement.

In a filing with the US Securities and Exchange Commission on Thursday, Alere also said that the Ministry of Commerce of the People's Republic of China has decided not to prevent Abbott's acquisition of Alere.

Abbott agreed earlier this year to pay $5.8 billion to buy Alere, but uncertainty emerged when Alere delayed filing its 10-K report with US securities regulators. Abbott then requested termination of the deal, which Alere refused. Alere has also received a grand jury subpoena from the US Department of Justice over sales practices and dealings in Africa, Asia, and Latin America.

Alere sued Abbott in August in a move designed to push its potential acquirer to fulfill its obligations under the terms of their merger agreement, and act promptly in obtaining the required antitrust approvals. In September, the Delaware Chancery Court recommended that the parties consider mediation, and the companies agreed that they would engage in that manner. However, Alere made clear in an SEC filing that "mediation concluded without resolution, and the matter is still pending."

On a conference call to review Q3 financial results on Wednesday, Abbott CEO Miles White said, "At this point, we are pursuing all of the necessary regulatory approvals for the deal.… We're doing everything we're supposed to do per the contract."

He added that he was not willing to forecast what would happen with the deal, but reiterated his faith in Alere's business. "Is the strategic fit there? Yes, it is," White said. "We like the products, we like the businesses, and I continue to say that. Is the long-term post-merger opportunity and fit there? Yes, it is."

Should the deal close, Alere's shareholders will receive $56 per share in cash.

Shares of Alere were up half a percent to $44.31 in morning trading on the New York Stock Exchange, while shares of Abbott were down more than 1 percent to $40.19.