UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 18, 2006 (October 12, 2006)
King Pharmaceuticals, Inc.
(Exact name of registrant as specified in charter)
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Tennessee
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001-15875
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54-1684963 |
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer |
of incorporation)
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File Number)
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Identification No.) |
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501 Fifth Street, Bristol, Tennessee
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37620 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (423) 989-8000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 1.01. Entry Into a Material Definitive Agreement.
On October 12, 2006, in connection with its pending acquisition from Ligand Pharmaceuticals
Incorporated (Ligand) of all of Ligands assets related to Avinza® (morphine sulfate
extended-release capsules) (the Transaction), King Pharmaceuticals, Inc. (King)
entered into a Loan Agreement with Ligand pursuant to which King agreed to make available to Ligand
a loan in the amount of $37,750,000 (the Loan). The principal amount of
the Loan may be used solely for the purpose of paying certain obligations of Ligand to Organon USA
Inc., which obligations King agreed to assume as part of the Acquisition.
The Loan is subject to certain market terms, including a 9.5% interest rate and security
interests in the assets that comprise
Avinza®
and certain of the proceeds of Ligands sale of certain assets.
If the closing of the Transaction occurs on or before January 8,
2007, King will forgive any accrued interest on the
Loan and the outstanding principal amount due thereunder will be
credited against the purchase price for the
Avinza®
assets. If the closing does not occur by January 8, 2007, the
outstanding principal amount of the Loan, accrued interest and additional default interest of 2% from January 1,
2007 to January 8, 2007 will become payable on January 9, 2007.