-----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, Mn0Hdqpvoe82t1U00LVj2hZ3mh0A1h4gleLoeCmkNqfMYWqdThCumJ/NBKyEOW5x y9tu61gw4eYkFJgPmZPr0g== 0000310158-03-000127.txt : 20031119 0000310158-03-000127.hdr.sgml : 20031119 20031119164842 ACCESSION NUMBER: 0000310158-03-000127 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031119 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCHERING PLOUGH CORP CENTRAL INDEX KEY: 0000310158 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 221918501 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06571 FILM NUMBER: 031013360 BUSINESS ADDRESS: STREET 1: ONE GIRALDA FARMS CITY: MADISON STATE: NJ ZIP: 07940-1000 BUSINESS PHONE: 9738227000 8-K 1 eightkform.htm SECURITIES AND EXCHANGE COMMISSION

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

November 19, 2003

Date of Report (Date of Earliest Event Reported)

Schering-Plough Corporation

(Exact name of registrant as specified in its charter)

     

New Jersey

1-6571

22-1918501

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification Number)

 

 

2000 Galloping Hill Road
Kenilworth, NJ 07033

(Address of principal executive offices, including Zip Code)

(908) 298-4000

(Registrant's telephone number, including area code)

   

 

Item 5. Other Events and Regulation FD Disclosure

Schering-Plough Corporation today issued a press release announcing it that it intends to raise $1.75 billion through an underwritten registered public offering of senior notes. The press release is attached to this 8-K as Exhibit 99.1.

In addition, on November 14, 2003, Schering-Plough received notice that the U.S. Securities and Exchange Commission (SEC) had issued a formal order to investigate compliance by Polish subsidiaries of certain pharmaceutical companies with the U.S. Foreign Corrupt Practices Act of 1977. The staff had previously requested voluntary production of documents related to our Polish subsidiary, and we are continuing to cooperate with the SEC in responding to this inquiry.

Item 7. Financial Statements and Exhibits

(c) Exhibits. The following exhibit is filed with this 8-K:

99.1 Press Release titled "SCHERING-PLOUGH TO RAISE $1.75 BILLION FROM SALE OF SENIOR NOTES"

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 hereunto duly authorized.

Schering-Plough Corporation

 

 

 

By:/s/Thomas H. Kelly

Thomas H. Kelly

Vice President and Controller

Date: November 19, 2003

Exhibit Index

The following exhibit is filed with this 8-K:

99.1 Press Release titled "SCHERING-PLOUGH TO RAISE $1.75 BILLION FROM SALE OF SENIOR NOTES"

 

 

EX-99.1 3 pressrelease.htm SCHERING-PLOUGH PRESS RELEASE

Exhibit 99.1

SCHERING-PLOUGH PRESS RELEASE

 

SCHERING-PLOUGH TO RAISE $1.75 BILLION FROM SALE OF SENIOR NOTES

KENILWORTH, N.J., Nov. 19, 2003 -- Schering-Plough Corporation (NYSE: SGP) today announced that it intends to raise $1.75 billion through an underwritten registered public offering of senior notes.

The offering is being made through an underwriting syndicate in which Merrill Lynch & Co. and Citigroup will act as the joint book-running managers. Copies of the preliminary prospectus relating to the offering may be obtained by contacting Merrill Lynch at 212-449-4916 or Citigroup at 212-723-6171.

This announcement is neither an offer to sell nor the solicitation of an offer to buy the senior notes or any other securities and shall not constitute an offer, solicitation or sale, nor shall there be any sale, in any jurisdiction in which such offer, solicitation or sale is unlawful.

DISCLOSURE NOTICE: This release contains forward-looking statements about Schering-Plough's intention to raise funds from the sale of senior notes which statements are indicated by the words "will," "plan," "expect" and similar expressions. Such forward-looking statements are subject to risks and uncertainties. Readers are cautioned not to place undue reliance on such statements, which speak only as of the date on which they are made. The company undertakes no obligation to update or revise such forward-looking statements. For a discussion of risks and uncertainties that may cause actual results to vary from forward looking statements, see Schering-Plough's filings with the Securities and Exchange Commission, including the third quarter 2003 10-Q filed Nov. 7, 2003.

Schering-Plough is a research-based company engaged in the discovery, development, manufacturing and marketing of pharmaceutical products worldwide.

# # #

 

Media: Robert J. Consalvo (908) 298-7409

Investors: Lisa W. DeBerardine (908) 298-7437

 

/NOTE TO EDITORS: Schering-Plough press releases are available

on the company's Web site at http://www.schering-plough.com

Schering-Plough press releases are also available on PRNewswire's Web site at http://www.prnewswire.com/comp/777050.html/

/

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