Obligation Abbott 1.15% ( US002824BP42 ) en USD

Abbott

100 % ▲

Etas-Unis

US002824BP42 ( en USD )

1.15% par an ( paiement semestriel )

30/01/2028

Prospectus brochure de l'obligation Abbott US002824BP42 en USD 1.15%, échéance 30/01/2028

2 000 USD

650 000 000 USD

002824BP4

A ( Qualité moyenne supérieure )

A3 ( Qualité moyenne supérieure )

30/01/2025 ( Dans 40 jours )

L'Obligation émise par Abbott ( Etas-Unis ) , en USD, avec le code ISIN US002824BP42, paye un coupon de 1.15% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 30/01/2028

L'Obligation émise par Abbott ( Etas-Unis ) , en USD, avec le code ISIN US002824BP42, a été notée A3 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Abbott ( Etas-Unis ) , en USD, avec le code ISIN US002824BP42, a été notée A ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

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TABLE OF CONTENTS
TABLE OF CONTENTS
Table of Contents
Filed pursuant to Rule 424(b)(5)
Registration No. 333-239333
CALCULATION OF REGISTRATION FEE

Amount of
Title of Each Class of
Amount to be
Maximum Offering
Maximum Aggregate
Registration
Securities to be Registered

Registered(1)

Price Per Unit

Offering Price

Fee(2)(3)

1.150% Notes due 2028

$650,000,000.00
99.370%

$645,905,000.00
$83,838.47

1.400% Notes due 2030

$650,000,000.00
98.567%

$640,685,500.00
$83,160.98

(1)
$650,000,000.00 aggregate principal amount of 1.150% Notes due 2028 will be issued. $650,000,000.00 aggregate principal amount of 1.400%
Notes due 2030 will be issued.
(2)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
(3)
Paid herewith.
Table of Contents
Prospectus Supplement
(To Prospectus dated June 22, 2020)
$1,300,000,000
Abbott Laboratories
$650,000,000 1.150% Notes due 2028
$650,000,000 1.400% Notes due 2030
We are offering $650,000,000 aggregate principal amount of 1.150% Notes due 2028 (the "2028 Notes") and $650,000,000 aggregate principal amount of 1.400% Notes due 2030 (the
"2030 Notes" and, together with the 2028 Notes, the "notes"). Interest on the 2028 Notes will be paid semi-annually in arrears on January 30 and July 30 in each year, commencing on
January 30, 2021. Interest on the 2030 Notes will be paid semi-annually in arrears on June 30 and December 30 in each year, commencing on December 30, 2020. The 2028 Notes will mature
on January 30, 2028, and the 2030 Notes will mature on June 30, 2030. We may redeem some or all of the notes of each series at any time at our option, in whole or from time to time in
part. The redemption prices are discussed under the heading "Description of Notes--Redemption of the Notes--Optional Redemption."
The notes will be our unsecured, unsubordinated debt obligations and will rank equally in right of payment with all of our other unsecured and unsubordinated debt obligations from
time to time outstanding.
We intend to use the net proceeds from the sale of the notes for general corporate purposes, which may include, without limitation, the repayment of indebtedness.
Investing in the notes involves risks. See "Risk Factors" beginning on page S-5 of this prospectus supplement.
You should also consider the risk factors described in the documents incorporated by reference into this prospectus
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supplement and the accompanying prospectus.

Underwriting
Proceeds, Before

Price to Public(1)

Discounts

Expenses, to Us(1)

Per 2028 Note

99.370%

0.400%

98.970%

Total

$645,905,000

$2,600,000

$643,305,000

Per 2030 Note

98.567%

0.450%

98.117%

Total

$640,685,500

$2,925,000

$637,760,500

(1)
Plus accrued interest from June 24, 2020 if settlement occurs after that date.
NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION ("SEC") NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED
OF THESE SECURITIES OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE ACCOMPANYING PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
The notes will not be listed on any national securities exchange. Currently, there are no public markets for the notes.
The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company for the accounts of its participants, including Clearstream
Banking, société anonyme, and Euroclear Bank S.A./N.V., against payment in New York, New York on or about June 24, 2020.
Joint Book-Running Managers
Morgan Stanley

Barclays

BofA Securities
J.P. Morgan
Senior Co-Managers
BNP PARIBAS

Citigroup

Deutsche Bank Securities

MUFG
SOCIETE GENERALE
Co-Managers
HSBC

Santander

Standard Chartered Bank
Goldman Sachs & Co. LLC
Banca IMI

BBVA

ING

Mizuho Securities
RBC Capital Markets

US Bancorp

Siebert Williams Shank

The date of this prospectus supplement is June 22, 2020.
Table of Contents
TABLE OF CONTENTS
Prospectus Supplement

Page

About this Prospectus Supplement
S-1
Summary
S-2
Abbott Laboratories
S-4
Risk Factors
S-5
Cautionary Statement Regarding Forward-Looking Statements
S-8
Use of Proceeds
S-9
Capitalization
S-10
Description of Notes
S-11
Book-Entry, Delivery and Form
S-15
Material U.S. Federal Income Tax Considerations
S-20
Underwriting
S-25
Legal Matters
S-31
Experts
S-32
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Where You Can Find More Information
S-33
Prospectus

Page

About this Prospectus

2
Abbott Laboratories

3
Use of Proceeds

4
Description of Debt Securities

5
Legal Opinions

13
Experts

14
Where You Can Find More Information

15
S-i
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering. The second part, the
accompanying prospectus, gives more general information, some of which may not apply to this offering. You should read the entire prospectus
supplement, as well as the accompanying prospectus and the documents incorporated by reference that are described in the section entitled "Where You
Can Find More Information" in this prospectus supplement.
As used in this prospectus supplement, "Abbott", "we," "us," and "our" refers to Abbott Laboratories, an Illinois corporation, or Abbott
Laboratories and its consolidated subsidiaries, as the context requires.
Abbott and the underwriters have not authorized anyone to give any information or to make any representations concerning the securities
offered hereby, except those which are in this prospectus supplement, the accompanying prospectus, any related free writing prospectus that
Abbott authorizes, or any documents incorporated by reference into this prospectus supplement. Abbott and the underwriters take no
responsibility for, and can provide no assurance as to the reliability of, any other information or representations that others may give or make
to you. This prospectus supplement is not an offer to sell or a solicitation of an offer to buy any securities other than the debt securities that are
referred to in this prospectus supplement. This prospectus supplement is not an offer to sell or a solicitation of an offer to buy debt securities in
any circumstances in which the offer or solicitation is unlawful. You should not interpret the delivery of this prospectus supplement, or any
offer or sale of debt securities, as an indication that there has been no change in Abbott's affairs since the date of this prospectus supplement.
You should not assume that the information in this prospectus supplement, any related free writing prospectus or any the accompanying
prospectus is accurate as of any date other than the date on the cover of the applicable document. Abbott's business, financial condition, results
of operations and prospects may have changed since that date.
S-1
Table of Contents
SUMMARY
This summary highlights selected information from this prospectus supplement, the accompanying prospectus or the documents incorporated by
reference and should be read together with the information contained in other parts of this prospectus supplement, in the accompanying prospectus and
in the documents incorporated by reference. You should read carefully the entire prospectus supplement, the accompanying prospectus, the documents
incorporated by reference and the other documents to which we refer for a more complete understanding of this offering. You should read "Risk
Factors" beginning on page S-5 of this prospectus supplement for more information about important risks that you should consider before buying the
notes to be issued in connection with this offering.
General (Page S-4)
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Abbott Laboratories is an Illinois corporation, incorporated in 1900. Abbott's principal business is the discovery, development, manufacture and
sale of a broad line of health care products. Abbott's products are generally sold directly to retailers, wholesalers, hospitals, health care facilities,
laboratories, physicians' offices and government agencies throughout the world. See the section entitled "Abbott Laboratories."
The Offering (Page S-11)
For a more complete description of the terms of the notes, see the section entitled "Description of Notes."
Issuer:

Abbott Laboratories
Securities Offered:

$650,000,000 aggregate principal amount of 1.150% Notes due 2028

$650,000,000 aggregate principal amount of 1.400% Notes due 2030
2028 Notes:

Interest Rate
1.150% per year, accruing from June 24, 2020

Interest Payment Dates
Semi-annually in arrears on January 30 and July 30 in each year,
commencing on January 30, 2021
2030 Notes:

Interest Rate
1.400% per year, accruing from June 24, 2020

Interest Payment Dates
Semi-annually in arrears on June 30 and December 30 in each year,
commencing on December 30, 2020
Ranking:

The notes will be Abbott's unsecured, unsubordinated debt obligations
and will rank equally in right of payment with all of Abbott's other
unsecured and unsubordinated debt obligations from time to time
outstanding.
Use of Proceeds:

Abbott expects to use the net proceeds from the offering of the notes for
general corporate purposes, which may include, without limitation, the
repayment of indebtedness.
Optional Redemption:

Abbott may redeem each series of the notes at any time prior to the
applicable Par Call Date (as defined below in "Description of Notes--
Redemption of the Notes--Optional Redemption") in whole or in part, in
each case at Abbott's option, at a redemption price equal to the sum of:
S-2
Table of Contents

· the greater of:

1. 100% of the principal amount of the notes being redeemed, or

2. the sum of the present values of the remaining scheduled
payments (through the applicable Par Call Date with respect to the notes
of such series assuming for such purpose that the notes of such series
matured on the applicable Par Call Date) of principal and interest on the
notes being redeemed (exclusive of interest accrued to the redemption
date), discounted to the redemption date on a semi-annual basis
(assuming a 360-day year consisting of twelve 30-day months) at a rate
equal to the Treasury Yield (as defined below in "Description of Notes
--Redemption of the Notes--Optional Redemption") plus 12.5 basis
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points, in the case of the 2028 Notes, and 15 basis points, in the case of
the 2030 Notes.

· plus, in either case, accrued and unpaid interest, if any, to, but
excluding, the redemption date on the principal amount of the notes
being redeemed.

In addition, Abbott may redeem the notes of any series at any time on or
after the applicable Par Call Date in whole or in part, in each case at
Abbott's option, at a redemption price equal to 100% of the principal
amount of the notes of such series to be redeemed plus accrued and
unpaid interest, if any, to, but excluding, the redemption date. See the
section entitled "Description of Notes--Redemption of the Notes--
Optional Redemption."
Risk Factors:

An investment in the notes involves various risks and prospective
investors should carefully consider the matters discussed in the section
entitled "Risk Factors" in this prospectus supplement, as well as the
other risks described in this prospectus supplement, the accompanying
prospectus and the documents incorporated and deemed to be
incorporated by reference therein, before making a decision to invest in
the notes. See the section entitled "Where You Can Find More
Information."
S-3
Table of Contents
ABBOTT LABORATORIES
Abbott Laboratories is an Illinois corporation, incorporated in 1900. Abbott's principal business is the discovery, development, manufacture and
sale of a broad line of health care products. Abbott's products are generally sold directly to retailers, wholesalers, hospitals, health care facilities,
laboratories, physicians' offices and government agencies throughout the world.
Abbott has four reportable segments: Established Pharmaceutical Products, Nutritional Products, Diagnostic Products, and Medical Devices.
Established Pharmaceutical Products--International sales of a broad line of branded generic pharmaceutical products.
Nutritional Products--Worldwide sales of a broad line of adult and pediatric nutritional products.
Diagnostic Products--Worldwide sales of diagnostic systems and tests for blood banks, hospitals, commercial laboratories, physician offices and
alternate-care testing sites. For segment reporting purposes, the Core Laboratories Diagnostics, Rapid Diagnostics, Molecular Diagnostics and Point of
Care Diagnostics divisions are aggregated and reported as the Diagnostic Products segment.
Medical Devices--Worldwide sales of rhythm management, electrophysiology, heart failure, vascular, structural heart, neuromodulation and
diabetes care products. For segment reporting purposes, the Cardiac Rhythm Management, Electrophysiology and Heart Failure, Vascular,
Neuromodulation, Structural Heart and Diabetes Care divisions are aggregated and reported as the Medical Devices segment.
Abbott's corporate offices are located at 100 Abbott Park Road, Abbott Park, Illinois 60064-6400, and the telephone number is (224) 667-6100.
Abbott also maintains an Internet site at www.abbott.com. Abbott's website and the information contained therein or connected thereto shall not be
deemed to be incorporated herein or in the accompanying prospectus, and you should not rely on any such information in making an investment
decision.
S-4
Table of Contents
RISK FACTORS
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Abbott's business is subject to uncertainties and risks. You should carefully consider and evaluate all of the information included below and
incorporated by reference in this prospectus supplement and the accompanying prospectus, including the risk factors incorporated by reference from
Abbott's most recent Annual Report on Form 10-K under the caption "Item 1A--Risk Factors" and Abbott's subsequent Quarterly Reports on Form 10-
Q, which are incorporated by reference herein, and the other information contained in this prospectus supplement or accompanying prospectus or
incorporated by reference herein, as updated by Abbott's subsequent filings under the Securities Exchange Act of 1934, as amended (the "Exchange
Act") which also are incorporated by reference into this document. See the section entitled "Where You Can Find More Information."
Risks Relating to the Notes
A public trading market for the notes may not develop.
We have not applied and do not intend to apply for listing of the notes on any securities exchange or any automated quotation system. As a result,
markets for the notes may not develop or, if any do develop, they may not be sustained. If active markets for the notes fail to develop or cannot be
sustained, the trading prices and liquidity of the notes could be adversely affected.
The market prices of the notes may be volatile.
The market prices of the notes will depend on many factors that may vary over time and some of which are beyond our control, including:
·
our financial performance;
·
the amount of indebtedness we and our subsidiaries have outstanding;
·
market interest rates;
·
the market for similar securities;
·
competition; and
·
general economic conditions.
As a result of these factors, you may only be able to sell your notes at prices below those you believe to be appropriate, including prices below the
price you paid for them.
An increase in interest rates could result in a decrease in the relative value of the notes.
In general, as market interest rates rise, notes bearing interest at a fixed rate generally decline in value. Consequently, if you purchase these notes
and market interest rates increase, the market values of your notes may decline. We cannot predict the future level of market interest rates.
Ratings of each series of notes may not reflect all risks of an investment in the notes.
We expect that the notes will be rated by at least one nationally recognized statistical rating organization. The ratings of the notes will primarily
reflect our financial strength and will change in accordance with the rating of our financial strength. Any rating is not a recommendation to purchase,
sell, or hold the notes. These ratings do not correspond to market price or suitability for a particular investor. In addition, ratings at any time may be
lowered or withdrawn in their entirety.
S-5
Table of Contents
The notes do not restrict our ability to incur additional debt or prohibit us from taking other action that could negatively impact holders of the notes.
We are not restricted under the terms of the indenture governing the notes or the notes from incurring additional indebtedness. The terms of the
indenture governing the notes limit our ability to secure additional debt without also securing the notes and to enter into sale and leaseback transactions.
However, these limitations are subject to numerous exceptions. See Sections 10.6 and 10.7 of the indenture governing the notes. In addition, the notes do
not require us to achieve or maintain any minimum financial results relating to our financial position or results of operations. Our ability to recapitalize,
incur additional debt, secure existing or future debt, or take a number of other actions that are not limited by the terms of the indenture governing the
notes or the notes, including repurchasing indebtedness or common shares or preferred shares, if any, or paying dividends, could have the effect of
diminishing our ability to make payments on the notes when due.
Neither we nor any of our subsidiaries have any property that has been determined to be a principal domestic property under the indenture
governing the notes.
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The indenture governing the notes includes covenants that, among other things, limit our ability and the ability of our domestic subsidiaries to
(i) incur, issue, assume or guarantee any indebtedness for borrowed money secured by a mortgage on any principal domestic property or on any shares
of stock or debt of any domestic subsidiary without effectively providing that the notes be secured equally and ratably and (ii) enter into sale and
leaseback transactions with respect to principal domestic properties. However, as of March 31, 2020, neither we, nor any of our domestic subsidiaries,
have any property that constitutes a principal domestic property under the indenture governing the notes.
Our board of directors has broad discretion to determine that a property is not a principal domestic property and therefore is not subject to certain
covenants in the indenture governing the notes.
The indenture governing the notes includes covenants that, among other things, limit our ability and the ability of our domestic subsidiaries to
(i) incur, issue, assume or guarantee any indebtedness for borrowed money secured by a mortgage on any principal domestic property, or any shares of
stock or debt of any domestic subsidiary, without effectively providing that the notes be secured equally and ratably and (ii) enter into sale and
leaseback transactions with respect to principal domestic properties. The indenture governing the notes provides that a principal domestic property
means any building, structure or other facility, together with the land upon which it is erected and fixtures comprising a part thereof, used primarily for
manufacturing, processing, research, warehousing or distribution and located in the United States of America (excluding its territories and possessions
and Puerto Rico), owned or leased by us or any of our domestic subsidiaries and having a net book value which, on the date the determination as to
whether a property is a principal domestic property is being made, exceeds 2% of our consolidated net assets, other than any such building, structure or
other facility or a portion thereof (i) which is an air or water pollution control facility financed by state or local governmental obligations, or (ii) which
the chairman of the board of directors, the chief executive officer, an executive vice president, a senior vice president or a vice president, and the chief
financial officer, the treasurer, or an assistant treasurer, of Abbott determines in good faith, at any time on or prior to such date, is not of material
importance to the total business conducted, or assets owned, by us and our subsidiaries as an entirety. Although it has not yet done so, under the terms
of the indenture governing the notes, our chairman of the board of directors or any such executive officers may determine from time to time after the
issuance of the notes that a property is not a principal domestic property and therefore such property is not subject to the covenants in the indenture
governing the notes.
S-6
Table of Contents
Our financial performance and other factors could adversely impact our ability to make payments on the notes.
Our ability to make scheduled payments with respect to our indebtedness, including the notes, will depend on our financial and operating
performance, which, in turn, are subject to prevailing economic conditions and to financial, business and other factors beyond our control.
The notes will be unsecured and effectively subordinated to our secured debt because, in certain circumstances, the holders of secured debt will be
entitled to proceed against the collateral securing such debt and only the proceeds of such collateral in excess of the secured debt will be available
for payment of the unsecured debt, including the notes.
The notes will be unsecured. As of March 31, 2020, we did not have any significant secured debt outstanding. In certain circumstances, the holders
of any secured debt that we may have may foreclose on our assets securing such debt, reducing the cash flow from the foreclosed property available for
payment of unsecured debt. The holders of any secured debt that we may have also would have priority over unsecured creditors in the event of our
liquidation. In the event of our bankruptcy, liquidation, or similar proceeding, the holders of secured debt that we may have would be entitled to
proceed against their collateral, and that collateral will not be available for payment of unsecured debt, including the notes. As a result, the notes will be
effectively subordinated to any secured debt that we may have to the extent of the collateral securing such debt.
The notes are structurally subordinated to the liabilities of our subsidiaries, which may reduce our ability to use the assets of our subsidiaries to
make payments on the notes.
The notes are not guaranteed by our subsidiaries and therefore the notes will be structurally subordinated to all existing and future indebtedness and
other liabilities of our subsidiaries. In the event of a bankruptcy, liquidation, or similar proceeding of a subsidiary, following payment by the subsidiary
of its liabilities, the subsidiary may not have sufficient assets to make payments to us. As of March 31, 2020, our subsidiaries had approximately
$5,267 million of outstanding indebtedness (excluding intercompany debt and liabilities and accounts payable incurred in the ordinary course of
business), of which approximately $5,050 million is attributable to senior notes issued by Abbott Ireland Financing DAC, a wholly-owned subsidiary of
Abbott Laboratories and special purpose vehicle, and guaranteed by Abbott Laboratories. Accordingly, the notes will rank pari passu with the senior
notes issued by Abbott Ireland Financing DAC.
S-7
Table of Contents
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Some of the statements contained or incorporated by reference in this prospectus supplement are forward-looking statements that are subject to the
safe harbor provisions 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, including the impact of the COVID-19 pandemic on Abbott's
operations and financial results, 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 and its Quarterly Reports on Form 10-Q that are incorporated by reference into this prospectus supplement
and in the section entitled "Risk Factors" in this prospectus supplement. See the section entitled "Where You Can Find More Information."
No assurance can be made that any expectation, estimate, or projection contained in a forward-looking statement will be achieved or will not be
affected by the factors cited above or other unknown or future events. Abbott undertakes no obligation to release publicly any revisions to forward-
looking statements as the result of subsequent events or developments, except as required by law.
S-8
Table of Contents
USE OF PROCEEDS
We estimate the net proceeds to us from the sale of the notes will be approximately $1,278,276,760, after deducting underwriting discounts and
estimated offering expenses payable by us. We expect to use the net proceeds from the offering of the notes for general corporate purposes, which may
include, without limitation, the repayment of indebtedness.
S-9
Table of Contents
CAPITALIZATION
The following table sets forth, as of March 31, 2020, Abbott's consolidated capitalization (i) on an actual basis and (ii) as adjusted to give effect to
the issuance of the notes. See the section entitled "Use of Proceeds." You should read the table together with our consolidated financial statements and
the notes thereto incorporated by reference into this prospectus supplement and the accompanying prospectus.
(rounded to dollars in millions)

Actual

As Adjusted

Long-Term Debt:

0.00% Notes, due 2020(1)
$
1,258 $
1,258
2.55% Notes, due 2022

750
750
0.875% Notes, due 2023(1)

1,258
1,258
3.40% Notes, due 2023

1,050
1,050
5-year term loan due 2024(1)

555
555
0.10% Notes, due 2024(1)

651
651
3.875% Notes, due 2025

500
500
2.95% Notes, due 2025

1,000
1,000
1.50% Notes, due 2026(1)

1,258
1,258
3.75% Notes, due 2026

1,700
1,700
0.375% Notes, due 2027(1)

651
651
4.75% Notes, due 2036

1,650
1,650
6.15% Notes, due 2037

547
547
6.00% Notes, due 2039

515
515
5.30% Notes, due 2040

694
694
4.75% Notes, due 2043

700
700
4.90% Notes, due 2046

3,250
3,250
Unamortized debt issuance costs

(148)
(148)
Other, including fair value adjustments relating to interest rate hedge
contracts designated as fair value hedges

229
229
1.150% Notes due 2028, offered hereby

--
650
1.400% Notes due 2030, offered hereby

--
650
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Total long-term debt

18,068
19,368
Total shareholders' investment

30,427
30,427
?
?
?
?
?
?
?
?
Total capitalization

48,495
49,795
?
?
?
?
?
?
?
?
?
?
?
? ?
?
? ?
?
?
?
?
?
?
?
?
(1)
Based on foreign exchange rates as of March 31, 2020.
S-10
Table of Contents
DESCRIPTION OF NOTES
The following summary of the particular terms of the notes offered by this prospectus supplement supplements and, to the extent inconsistent with
the accompanying prospectus, replaces the description of the general terms and provisions of the debt securities contained in the accompanying
prospectus, to which description reference is made by this prospectus supplement. The summary herein and in the accompanying prospectus of certain
provisions of the indenture (as defined below) does not purport to be complete and is subject to, and is qualified in its entirety by reference to, all the
provisions of the base indenture (as defined below), which has been filed as an exhibit to the current report on Form 8-K filed by the Company on
March 10, 2015. You should read the indenture for a complete statement of the provisions described in this prospectus supplement and the
accompanying prospectus and other provisions that may be important to you. In this section of this prospectus supplement, references to "Abbott," "we,"
"our," "us" and the "Company" are to Abbott Laboratories (and not its subsidiaries) and any person that succeeds thereto, and is substituted therefor,
under the terms of the indenture.
General
Abbott will issue the notes as two separate series of debt securities under that certain indenture, dated as of March 10, 2015 (the "base indenture"),
between Abbott and U.S. Bank National Association, as trustee (the "trustee"), with certain terms being set forth in an officers' certificate (together with
the base indenture, the "indenture").
The notes will be Abbott's unsecured, unsubordinated debt obligations and will rank equally in right of payment with all of Abbott's other
unsecured and unsubordinated debt obligations from time to time outstanding.
Title
The title of each series of notes will be the 1.150% Notes due 2028 and the 1.400% Notes due 2030.
Total Initial Principal Amount
The 2028 Notes will initially be limited to $650,000,000 aggregate principal amount.
The 2030 Notes will initially be limited to $650,000,000 aggregate principal amount.
Abbott may from time to time, without notice to or the consent of the holders of the notes, issue additional series of debt securities under the
indenture or additional notes of a series of notes.
Additional notes may be consolidated and form a single series with an existing series of the notes and have the same terms as to status, redemption
or otherwise as such series of notes (except for the issue date, the public offering price and the first payment of interest thereon), provided, however, that
if such additional notes are not fungible with the notes of the applicable series for U.S. federal income tax purposes, such additional notes will have a
separate CUSIP number. For purposes of this description, any reference to notes of a series shall include any notes of the same series issued after the
closing of this offering.
Maturity of Notes
The 2028 Notes will mature on January 30, 2028.
The 2030 Notes will mature on June 30, 2030.
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Interest Rate on Notes
The interest rate on the 2028 Notes is 1.150% per year, computed on the basis of a 360-day year of twelve 30-day months.
The interest rate on the 2030 Notes is 1.400% per year, computed on the basis of a 360-day year of twelve 30-day months.
Date Interest Begins to Accrue on Notes
Interest will begin to accrue on the 2028 Notes on June 24, 2020.
Interest will begin to accrue on the 2030 Notes on June 24, 2020.
Interest Payment Dates
Abbott will pay interest on the 2028 Notes semi-annually in arrears on January 30 and July 30 in each year and interest on the 2030 Notes semi-
annually in arrears on June 30 and December 30 in each year (each, an "interest payment date"), commencing on January 30, 2021 in the case of the
2028 Notes, and December 30, 2020, in the case of the 2030 Notes. Interest payable on each interest payment date will include interest accrued from
June 24, 2020 or from the most recent interest payment date to which interest has been paid or duly provided for.
If the date on which a payment of interest or principal on the notes is scheduled to be paid is not a Business Day (as defined below), then that
interest or principal will be paid on the next succeeding Business Day but no further interest will be paid in respect of the delay in such payment.
"Business Day," when used with respect to any Place of Payment (as defined below), means each Monday, Tuesday, Wednesday, Thursday and
Friday which is not a day on which banking institutions in that Place of Payment are authorized or obligated by law or executive order to close.
"Place of Payment," when used with respect to the notes of any series, means the place or places where the principal of and any premium and
interest on the notes of that series are payable.
Regular Record Dates for Interest
Abbott will pay interest payable on any interest payment date to the person in whose name a note (or any predecessor note) is registered at the
close of business on (i) in the case of the 2028 Notes, the January 15 or July 15, as the case may be, next preceding such interest payment date or (ii) in
the case of the 2030 Notes, the June 15 or December 15, as the case may be, next preceding such interest payment date, as applicable.
Paying Agent
The trustee will initially be the securities registrar and paying agent. Abbott may at any time designate additional paying agents or rescind the
designations or approve a change in the offices where they act.
Redemption of the Notes
Abbott may redeem each series of the notes at any time prior to the applicable Par Call Date in whole or in part, in each case at Abbott's option, at
a redemption price equal to the sum of:
·
the greater of (the "Applicable Premium"):
1.
100% of the principal amount of the notes being redeemed, or
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2.
the sum of the present values of the remaining scheduled payments (through the applicable Par Call Date with respect to the notes
of such series assuming for such purpose that the notes of such series matured on the applicable Par Call Date) of principal and
interest on the notes being redeemed (exclusive of interest accrued to the redemption date), discounted to the redemption date on
a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to the Treasury Yield plus
12.5 basis points, in the case of the 2028 Notes, and 15 basis points, in the case of the 2030 Notes.
·
plus, in either case, accrued and unpaid interest, if any, to, but excluding, the redemption date on the principal amount of the notes being
redeemed.
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