Pfizer Announces Final Results of Zoetis Exchange Offer

  Pfizer Announces Final Results of Zoetis Exchange Offer

Business Wire

NEW YORK -- June 27, 2013

Pfizer Inc. (NYSE: PFE) today announced the final results of its offer to its
shareholders to exchange all, some or none of their shares of Pfizer common
stock for shares of Zoetis Inc. (NYSE: ZTS) common stock owned by Pfizer.

The exchange offer expired at 12:00 midnight, New York City time, on June 21,
2013. Under the terms of the exchange offer, 0.9898 shares of Zoetis common
stock were exchanged for each share of Pfizer common stock accepted in the
exchange offer. Pfizer accepted 405,117,195 shares of its common stock in
exchange for the 400,985,000 shares of Zoetis common stock owned by Pfizer.

Because the exchange offer was oversubscribed, Pfizer accepted tendered shares
of Pfizer common stock on a pro rata basis in proportion to the total number
of shares tendered. Shareholders who owned fewer than 100 shares of Pfizer
common stock, or an “odd-lot”, who validly tendered all of their shares, were
not subject to proration if they requested such preferential treatment in
accordance with the terms of the exchange offer. All shares validly tendered
and not validly withdrawn by eligible odd-lot shareholders who requested not
to be subject to proration have been accepted. The final proration factor of
24.1520516% was applied to all other shares of Pfizer common stock that were
validly tendered and not validly withdrawn to determine the number of such
shares that have been accepted from each tendering shareholder.

Based on the final count by the exchange agent, Computershare Trust Company,
N.A., the final results of the exchange offer are as follows:

Total number of shares of Pfizer common stock validly tendered 
and not validly withdrawn:                                       1,674,974,996
Shares tendered that were subject to proration                   1,674,214,833
“Odd-lot” shares tendered that were not subject to proration     760,163
Total number of shares of Pfizer common stock accepted           405,117,195

The exchange agent is expected to deliver shares of Zoetis common stock as
follows: (1) with respect to shares tendered through the Depository Trust
Company (DTC), to the account of DTC on June 27, 2013, so that DTC can credit
each applicable DTC participant (and such participant can credit its
respective account holders promptly thereafter), and (2) with respect to
shares tendered outside DTC, to the direct registered accounts of the
respective holders by July 5, 2013. The exchange agent will mail checks in
lieu of fractional shares of Zoetis common stock to tendering holders with
fractional interests after the exchange agent has aggregated all fractional
shares and sold them in the open market. Shares of Pfizer common stock
tendered but not accepted for exchange will be returned to tendering
shareholders in book-entry form.

J.P. Morgan Securities LLC, BofA Merrill Lynch, Goldman Sachs & Co. and Morgan
Stanley served as the dealer managers for the exchange offer.

About Pfizer Inc.

At Pfizer, we apply science and our global resources to bring therapies to
people that extend and significantly improve their lives. We strive to set the
standard for quality, safety and value in the discovery, development and
manufacture of health care products. Our global portfolio includes medicines
and vaccines as well as many of the world's best-known consumer health care
products. Every day, Pfizer colleagues work across developed and emerging
markets to advance wellness, prevention, treatments and cures that challenge
the most feared diseases of our time. Consistent with our responsibility as
one of the world's premier innovative biopharmaceutical companies, we
collaborate with health care providers, governments and local communities to
support and expand access to reliable, affordable health care around the
world. For more than 150 years, Pfizer has worked to make a difference for all
who rely on us. To learn more, please visit us atwww.pfizer.com.

Additional Information and Where to Find It

The terms and conditions of the exchange offer are more fully described in a
registration statement on Form S-4, that includes a Prospectus, previously
filed by Zoetis and a Schedule TO previously filed by Pfizer with the
Securities and Exchange Commission (SEC), in each case as amended. The
Prospectus contains important information about the exchange offer, Pfizer,
Zoetis and related matters, and Pfizer delivered the Prospectus to holders of
Pfizer common stock.

The SEC maintains a website that contains reports, proxy statements and other
information that Pfizer and Zoetis file electronically with the SEC. The
address of that website is http://www.sec.gov. Holders of Pfizer common stock
may also obtain a copy of the Prospectus by clicking on the appropriate link
on http://www.zoetisexchange.com. Related documents may also be obtained for
free from Pfizer at http://www.investor.pfizer.com/ or Zoetis at
http://www.zoetis.com/.

Pfizer has retained Georgeson Inc. as the information agent for the exchange
offer. If you have any questions about the terms of the exchange offer, you
may contact the information agent at 1-866-628-6024 (toll-free in the United
States), 1-800-223-2064 (toll-free for banks and brokers), 00800 3814-3814
(toll-free in Sweden) or +1-781-575-3340 (all others outside the U.S.).

Contact:

Pfizer Inc.
Media Contact:
Joan Campion, 212-733-2798
joan.campion@pfizer.com
or
Investor Contact:
Chuck Triano, 212-733-3901
charles.e.triano@pfizer.com
 
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