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THIS CONFORMING PAPER DOCUMENT IS BEING SUBMITTED PURSUANT
TO RULE 901(d) OF REGULATION S-T
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
October 7, 1996
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Date of Report
BAXTER INTERNATIONAL INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-4448 36-0781620
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(Commission file number) (IRS Employer Identification Number)
One Baxter Parkway, Deerfield, Illinois 60015
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 948-2000
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(Page 1 of 5 pages)
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Item 5. Other Events.
On October 1, 1996, the attached press release was issued.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BAXTER INTERNATIONAL INC.
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(Registrant)
By: /s/ A. Gerard Sieck
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A. Gerard Sieck
Secretary
Date: October 7, 1996
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FOR IMMEDIATE RELEASE:
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Media contacts: Geoffrey D. Fenton, Allegiance, (847) 948-3436
Raymond Ahn, for Allegiance (212) 265-9150
Investor contact: Jessica M. Fisher, (847) 948-4639
ALLEGIANCE CORPORATION, COMPLETING SPIN-OFF FROM
BAXTER INTERNATIONAL, BEGINS TRADING ON NYSE
NEW COMPANY IS AMERICA'S LEADING PROVIDER OF
HEALTH-CARE PRODUCTS AND COST-MANAGEMENT SERVICES
NEW YORK, October 1, 1996 -- Allegiance Corporation began trading on the
New York Stock Exchange today under the symbol "AEH" as the $4.5 billion
health-care products and cost-management services company completed its
spin-off from Baxter International Inc. (NYSE:BAX). Allegiance also began
trading today on the Chicago Stock Exchange.
The spin-off, finalized at the close of business yesterday, took the
form of a tax-free dividend of Allegiance common stock to Baxter
shareholders. Baxter shareholders will receive one Allegiance share for
every five shares of Baxter they owned as of September 26. Allegiance now
has approximately 56.2 million shares outstanding. The company's shares
began trading on a when-issued basis September 24, opening at $15.
Allegiance is America's leading provider of health-care products and
cost-management services. Its worldwide headquarters are located in McGaw
Park, Illinois. The company employs 22,000 people and recorded worldwide
sales of approximately $4.5 billion in 1995.
Allegiance integrates health-care distribution, manufacturing and
cost-management services. It is the largest distributor of medical, surgical
and laboratory products in the United States, capable of furnishing up to 80
percent of a hospital's supply needs (excluding pharmaceuticals). The
company manufactures many of the products it distributes, including
market-leading surgical and respiratory-therapy products such as surgical
instruments and gloves, customized surgical-procedure packs and oxygen masks.
Allegiance's fastest-growing area is cost-management services -- from
just-in-time
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delivery services to clinical consulting -- that help medical professionals
save hundreds of millions of dollars a year while improving quality in
patient care. The company was named Allegiance because it means dedication
to a cause.
"This is an important moment for us -- and for our field," said Lester
B. Knight, Allegiance's chairman of the board and chief executive officer.
"As an independent company, we will be bringing all of our resources to bear
on the most significant issue facing health care in America: controlling the
cost of care while maintaining quality at the highest level.
"We have become a public company today, but we actually began serving
health care in 1922 -- nearly 75 years ago," Knight said. "The key to our
continued growth and success will be our ability to provide high-quality
products, excellent service and new ways of managing costs for hospitals and
others throughout health care. By doing so, we will create value for
investors and employees for many years to come."
Allegiance and Baxter will continue to share a close working
relationship. Allegiance will distribute Baxter's intravenous solutions and
other products in the United States and Baxter will market and distribute
Allegiance's Products in many overseas markets.
Baxter International Inc., based in Deerfield, Illinois, emerges from
the spin-off as a global leader in technologies related to the blood and
circulatory system. Through its subsidiaries, Baxter has market-leading
positions in four businesses: biotechnology, cardiovascular medicine,
intravenous systems and medical products, and renal.
Allegiance Corporation holds leadership positions in the distribution
and manufacturing of health-care products. It also provides a range of
integrated services such as clinical consulting, procedure-based supply
packaging, just-in-time delivery and other services that help medical
professionals control costs and improve quality in patient care.
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