Abbott Laboratories and I-STAT Corporation announced that the companies have entered into an agreement and plan of merger for Abbott to acquire all of the issued and outstanding stock of I-STAT, a leading manufacturer of point-of-care diagnostic systems for blood analysis.

Under the terms of the agreement, Abbott will acquire the shares of I-STAT it does not already own for $15.35 per share. The acquisition is structured as a cash tender offer for all of the issued and outstanding shares of I-STAT. The net transaction value is approximately $392 million. The tender offer is expected to be completed by February 2004, subject to regulatory approvals and customary closing conditions.

"Through our strategic alliance with I-STAT and the MediSense Precision PCx and point-of-care data management systems, Abbott has established a leading position in point-of-care diagnostics that will be further enhanced by this acquisition," said Richard A Gonzalez, president and chief operating officer, Medical Products Group, Abbott Laboratories. "It provides an excellent fit with our long-term strategy of expanding our capabilities in diagnostics while targeting medical needs at the point of patient care."

Abbott and I-STAT entered into a strategic alliance for point-of-care testing in 1998 that included a marketing and distribution agreement and a stock purchase agreement, along with a research and development and license agreement for certain new diagnostic products.

The acquisition of I-STAT allows Abbott continued access to a broad point-of-care portfolio, with an array of products including the I-STAT portable clinical analyzer, an automated hand-held blood analyzer for bedside testing capable of performing a panel of commonly ordered blood tests on two or three drops of blood, generally in just two to three minutes at the patient's side.

"Abbott is the ideal fit for I-STAT," said J Robert Buchanan, MD, chairman of the board, I-STAT. "Our leading technology complements Abbott's broad capabilities in the worldwide diagnostics market. Our Board is unanimously behind this acquisition, as we believe that it is an excellent outcome for our stakeholders, including our employees, many of whom have supported or been with us for a very long time."

Abbott is a global leader in in vitro diagnostics and offers a range of innovative instrument systems and tests across key segments in the global diagnostics market, including hospitals, reference labs, blood banks, physician offices, clinics and consumers. As part of its point-of-care diagnostics business, Abbott manufactures and markets a line of systems and tests through its MediSense business, including leading brands such as Precision PCx and Precision Xtra blood glucose monitors with TrueMeasure strip technology and PrecisionWeb, the industry's first web-based data management system for point-of-care testing in the hospital.

I-STAT Corporation develops, manufactures and markets diagnostic products for blood analysis that provide heath care professionals critical diagnostics information accurately and immediately at the point of patient care.