PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3)
(TO PROSPECTUS DATED OCTOBER 5, 2004) REGISTRATION NO. 333-118922
ADVANCED MEDICAL OPTICS, INC.
$350,000,000
2.50% CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2024
AND
SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THE NOTES
This prospectus supplement supplements the prospectus dated October 5,
2004, as supplemented by prospectus supplements dated October 19, 2004,
November 4, 2004, November 10, 2004, December 13, 2004 and January 11, 2005
relating to the resale by certain of our securityholders of up to $350,000,000
aggregate principal amount at maturity of our 2.50% Convertible Senior
Subordinated Notes due 2024 and the shares of our common stock issuable upon
conversion of the notes. You should read this prospectus supplement in
conjunction with the prospectus. This prospectus supplement is qualified by
reference to the prospectus, except to the extent that the information in this
prospectus supplement supersedes the information contained in the prospectus.
Effective December 15, 2004, as permitted by the indenture governing
the notes, we made an irrevocable election to satisfy in cash our conversion
obligation with respect to the principal amount of any notes converted after
December 15, 2004, with any remaining amount of the conversion obligation to be
satisfied in shares of common stock, in each case, calculated as set forth in
the indenture.
The information appearing under the heading "Selling Securityholders"
in the prospectus is hereby amended by the addition or substitution, as
applicable, of the following:
PERCENTAGE NUMBER OF
AGGREGATE OF AGGREGATE SHARES OF PERCENTAGE
PRINCIPAL PRINCIPAL COMMON OF COMMON
AMOUNT OF AMOUNT STOCK STOCK
NOTES THAT MAY OF NOTES THAT MAY BE OUTSTANDING
NAME OF SELLING SECURITYHOLDER BE SOLD OUTSTANDING SOLD(1) (1)
--------------------------------------- -------------- ------------ ----------- -----------
BP Amoco PLC Master Trust.............. 1,506,000 0.43% (1) (1)
BTOP Multi Strategy Master Portfolio
Ltd. ................................ 800,000 0.23% (1) (1)
Hotel Union & Hotel Industry of
Hawaii Pension Plan Master Trust .... 230,000 * (1) (1)
Jefferies & Co. Inc. (2) .............. 93,000 * (1) (1)
Institutional Benchmarks Master Fund
Ltd. c/o SSI Investment Mgt. ........ 1,530,000 0.44% (1) (1)
Pyramid Equity Strategy Fund. ......... 200,000 * (1) (1)
Sphinx Convertible Arbitrage Fund SPC
c/o SSI Investment Mgt. ............. 1,224,000 0.35% (1) (1)
SSI Blended Market Neutral L.P. ....... 496,000 0.14% (1) (1)
SSI Hedged Convertible Market
Neutral L.P. ........................ 863,000 0.25% (1) (1)
The Consulting Group Capital Markets
Fund c/o SSI Investment Mgt. ........ 403,000 0.12% (1) (1)
The Estate of James Campbell........... 200,000 * (1) (1)
Viacom Inc. Pension Plan Master Trust . 41,000 * (1) (1)
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* Represents less than 0.1%
(1) As a result of our irrevocable election to satisfy in cash our conversion
obligation with respect to the principal amount of any notes converted
after December 15, 2004, on conversion, each holder will receive (A) a
cash amount equal to the aggregate principal amount of the notes to be
converted, and (B) a number of shares of common stock equal to (i) the
aggregate principal amount of notes to be converted divided by 1,000 and
multiplied by (ii)(a) the conversion rate then in effect minus (b) $1,000
divided by the applicable stock price (as defined in the prospectus and
the indenture). The initial conversion rate of the notes is 19.9045 shares
of common stock per $1,000 principal amount at maturity of the notes,
subject to adjustment as described in the prospectus and the indenture.
(2) Selling securityholder has identified itself as a broker-dealer. Such
selling securityholder has informed us that: (1) such selling
securityholder purchased its notes in the ordinary course of business, and
(2) at the time that the notes were purchased, the selling securityholder
had no agreements or understandings, directly or indirectly, with any
person to distribute the notes.
INVESTING IN THE NOTES AND OUR COMMON STOCK ISSUABLE UPON CONVERSION
OF THE NOTES INVOLVES RISKS THAT ARE DESCRIBED IN THE "RISK FACTORS" SECTION OF
THE ACCOMPANYING PROSPECTUS BEGINNING ON PAGE 13.
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NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR
DETERMINED IF THIS PROSPECTUS SUPPLEMENT OR THE ACCOMPANYING PROSPECTUS IS
TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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The date of this prospectus supplement is February 7, 2005
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