Advanced Medical Optics Stockholders Approve Proposed Merger With VISX, Incorporated
May 26 2005 - 2:08PM
PR Newswire (US)
Advanced Medical Optics Stockholders Approve Proposed Merger With
VISX, Incorporated SANTA ANA, Calif., May 26 /PRNewswire-FirstCall/
-- Advanced Medical Optics, Inc. (AMO) (NYSE:AVO), today announced
that its stockholders approved the proposed merger with VISX,
Incorporated (NYSE:EYE). The stockholder voting took place during a
special meeting today in Santa Ana, California. (Logo:
http://www.newscom.com/cgi-bin/prnh/20050324/AMOLOGO) Stockholders
voted in favor of the proposal to issue shares of AMO common stock
in the proposed merger, pursuant to the Agreement and Plan of
Merger, dated as of November 9, 2004, as amended, by and among AMO,
Vault Merger Corporation, a wholly owned subsidiary of AMO, and
VISX, Incorporated. In accordance with the terms of the definitive
merger agreement, VISX stockholders are expected to receive 0.552
shares of AMO stock and $3.50 in cash for every share of VISX
common stock they own. AMO anticipates closing the merger with VISX
within two business days of today's meeting. Other Matters Approved
AMO also announced today that stockholders approved an amendment to
the certificate of incorporation, which increases the number of
authorized shares of common stock from 120 million to 240 million.
In addition, stockholders approved the AMO 2005 Incentive
Compensation Plan, the Amended and Restated AMO 2002 Employee Stock
Purchase Plan, and the Amended and Restated AMO 2002 International
Stock Purchase Plan. Cautionary Statement Regarding Forward-Looking
Statements Statements contained in this document that refer to the
timing and certainty of closing the transaction are forward-looking
statements within the meaning of the "safe harbor" provisions of
the Private Securities Litigation Reform Act of 1995. These
statements are based on management's current expectations and
beliefs and are subject to a number of factors and uncertainties
that could cause actual results to differ materially from those
described in the forward-looking statements. Therefore, actual
outcomes and results may differ materially from what is expressed
herein. Risk factors are set forth in AMO's most recent Annual
Report on Form 10-K. AMO is under no obligation to (and expressly
disclaims any such obligation to) update or alter its
forward-looking statements whether as a result of new information,
future events, or otherwise. About Advanced Medical Optics (AMO)
AMO is a global leader in the development, manufacturing and
marketing of ophthalmic surgical and eye care products. The company
focuses on developing a broad suite of innovative technologies and
devices to address a wide range of eye disorders. Products in the
ophthalmic surgical line include intraocular lenses,
phacoemulsification systems, viscoelastics, microkeratomes and
related products used in cataract and refractive surgery. AMO owns
or has the rights to such ophthalmic surgical product brands as
ReZoom(TM), Phacoflex(R), Clariflex(R), Array(R), Sensar(R),
CeeOn(R), Tecnis(R) and Verisyse(TM) intraocular lenses,
Sovereign(R) and Sovereign(R) Compact(TM) phacoemulsification
systems with WhiteStar(TM) technology, Amadeus(TM) and Amadeus(TM)
II microkeratomes, Healon(R) and Vitrax(R) viscoelastics, and the
Baerveldt(R) glaucoma shunt. Products in the contact lens care line
include disinfecting solutions, daily cleaners, enzymatic cleaners
and lens rewetting drops. Among the contact lens care product
brands the company possesses are COMPLETE(R) Moisture PLUS(TM),
COMPLETE(R) Blink-N-Clean(R), Consept(R)F, Consept(R) 1 Step,
Oxysept(R) 1 Step, UltraCare(R), Ultrazyme(R), Total Care(R) and
blink(TM) branded products. Amadeus is a licensed product of, and a
trademark of, SIS, Ltd. OptiEdge(TM) is a registered trademark of
Ocular Sciences. AMO is based in Santa Ana, California, and employs
approximately 3,000 worldwide. The company has operations in about
20 countries and markets products in approximately 60 countries.
For more information, visit the company's Web site at
http://www.amo-inc.com/. Advanced Medical Optics, Inc. Investors:
Sheree Aronson (714) 247-8290 Media: Steve Chesterman (714)
247-8711 http://www.newscom.com/cgi-bin/prnh/20050324/AMOLOGO
http://photoarchive.ap.org/ DATASOURCE: Advanced Medical Optics,
Inc. CONTACT: Investors, Sheree Aronson, +1-714-247-8290, , or
Media, Steve Chesterman, +1-714-247-8711, , both of Advanced
Medical Optics, Inc. Web site: http://www.amo-inc.com/
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