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Alere Sues Abbott to Move Forward on Merger

NEW YORK (GenomeWeb) – Alere said today that it has filed a complaint in Delaware Chancery Court in order to both compel Abbott to fulfill its obligations under the terms of their merger agreement, and to force Abbott to act promptly in obtaining the required anti-trust approvals.

The complaint was filed in response to inquiries from its shareholders, Alere said in a statement, adding that it will take all actions necessary to protect the interests of its shareholders, enforce its rights under the merger agreement, and push Abbott into completing the transaction in accordance with its terms.

Alere said that it expects a redacted version of the complaint will be publicly available next week.

Abbott agreed earlier this year to pay $5.8 billion to buy Alere.

Uncertainty emerged around the acquisition 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.

On Aug. 8, Alere reported its financial results for the fourth quarter and full year ended Dec. 31, 2015, and filed its Form 10-K. The company then filed its Q1 financial results on Aug. 17, reporting a 6 percent decrease in revenues year-over-year.

Alere further said it is seeking an extension to file its Q2 2016 financial statements, and plans to file its Q2 Form 10-Q by Sept. 13. The firm also expects to pay approximately $3 million in fees related to the extension.

In response to Alere's Q4 filing, Abbott said it was still concerned that a number of issues needed to be resolved. However, Alere has told GenomeWeb that Abbott has no basis to avoid closing the pending acquisition.

Shares of Alere were down almost 3 percent at $39.54 in afternoon trading on the New York Stock Exchange. Shares of Abbott were nearly flat at $42.85.