Advanced Medical Optics to Buy IntraLase for $808M

Advanced Medical Optics Inc. (AMO), a maker of medical devices and laser vision-correction systems, announced today it is acquiring IntraLase, an Irvine-based developer of femtosecond laser technology, for approximately $808 million in cash.

AMO said the acquisition will enable it to combine the companies' expertise in excimer lasers, femtosecond lasers, diagnostics and optics, including AMO's CustomVue laser vision correction procedure, to provide corneal and lens-based products and services including custom all-laser lasik, often referred to as "bladeless lasik." AMO said the purchase will also pave the way for its international expansion strategy.

AMO's CustomVue procedure uses wavefront-guided technology, enabling customized correction based on diagnostic measurement of optical errors in an individual's eye. Using Hartmann-Shack technology and Fourier analysis, its WaveScan wavefront system, together with its Star S4 IR excimer laser system, enable physicians to provide custom wavefront-guided laser vision correction treatments for conditions including myopia, hyperopia and astigmatism. IntraLase's FS laser uses an infrared light beam, generating 60,000 pulses per second, to prepare the intracorneal bed and create the corneal flap in the first step of lasik.

Under terms of the agreement, which was approved by both companies' boards, AMO will pay $25 in cash per share of IntraLase stock and the individually determined cash value per share of outstanding stock options. AMO has arranged committed financing from a consortium of banks to complete the transaction and expects it to be completed early in the second quarter of 2007, subject to IntraLase stockholder approval, regulatory approvals and other customary closing conditions.

Jim Mazzo, AMO's chairman, president and CEO, said, "We believe the transaction benefits eye care practitioners and their patients by bringing together state-of-the-art technologies to define a new standard of care in laser vision correction. Additionally, we believe the transaction is financially attractive and will create significant operating leverage and growth opportunities, as well as stockholder value."

IntraLase President and CEO Robert J. Palmisano said, "This combination provides the opportunity for further innovation and beneficial refinement of lasik procedures that can and should grow the overall lasik market. I am confident that this combination will provide for better surgical procedures for patients, happier customers and future opportunities for employees."

AMO said it expects the transaction to be dilutive to 2007 adjusted earnings per share (EPS) and slightly accretive to 2008 adjusted EPS. As a result of this transaction, AMO expects amortization to increase by approximately $30 million on an annualized basis, which would bring the company's total annual amortization to approximately $70 million, or about $0.70 per share on an after-tax basis.

For more information, visit: www.amo-inc.com