-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CcQJzPqK0Bq/TY4sRnIMyC6b/CJ/ggpZwyGGJq7oEKnhOuTiEPCp1Rg0LI8G2X6c oyxEZWou4vqmfHoDZdWrzg== 0001005794-04-000542.txt : 20040720 0001005794-04-000542.hdr.sgml : 20040720 20040720111403 ACCESSION NUMBER: 0001005794-04-000542 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040716 FILED AS OF DATE: 20040720 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KING PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001047699 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26770 FILM NUMBER: 04921415 BUSINESS ADDRESS: STREET 1: 501 FIFTH ST CITY: BRISTOL STATE: TN ZIP: 37620 BUSINESS PHONE: 4239898000 MAIL ADDRESS: STREET 1: 501 FIFTH ST CITY: BRISTOL STATE: TN ZIP: 37620 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NOVAVAX INC CENTRAL INDEX KEY: 0001000694 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 222816046 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8320 GUILFORD RD STREET 2: STE C CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 3078543900 MAIL ADDRESS: STREET 1: 8320 GUILFORD ROAD SUITE C STREET 2: 12111 PARKLAWN DR CITY: COLUMBIA STATE: MD ZIP: 21046 4 1 primary_doc.xml PRIMARY DOCUMENT X0202 4 2004-07-16 0 0001000694 NOVAVAX INC NVAX 0001047699 KING PHARMACEUTICALS INC 501 FIFTH ST BRISTOL TN 37620 0 0 1 0 Common Stock 2004-07-16 4 J 0 3775610 A 4100931 D 4% Convertible Senior Note 8.705 2004-07-16 4 J 0 1 0 D 2004-07-16 2007-12-19 Common Stock 2297530 0 D 4% Convertible Senior Note 8.705 2004-07-16 4 J 0 1 0 D 2004-07-16 2007-12-19 Common Stock 574383 0 D 4% Convertible Senior Note 11.595 2004-07-16 4 J 0 1 0 D 2004-07-16 2007-12-19 Common Stock 431220 0 D 4% Convertible Senior Note 5.305 2004-07-16 4 J 0 1 0 D 2004-07-16 2007-12-19 Common Stock 1855014 0 D Of the shares of Common Stock acquired by the Reporting Person, 3,252,033 shares were acquired in consideration for the Reporting Person executing and delivering, and causing its subsidiary, Parkedale Pharmaceuticals, Inc. ("Parkedale"), to execute and deliver, to the Issuer a termination agreement providing for, among other things, the release by the Reporting Person and Parkedale of all of their rights under certain agreements between the Reporting Person, Parkedale or any of their respective subsidiaries, on the one hand, and the Issuer or any of its subsidiaries, on the other hand. The remaining 523,577 of the shares of Common Stock were acquired by the Reporting Person in consideration for the Reporting Person permitting the Issuer to make offers of employment to certain employees of the Reporting Person and its affiliates. Simultaneously with the transactions described in Note (1) to this report, the Reporting Person delivered the convertible notes shown in Table II to the Issuer in consideration for a cash payment of $22,000,000. James R. Lattanzi 2004-07-20 -----END PRIVACY-ENHANCED MESSAGE-----