-----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, CyZqFA6JpESoeEwYn5CgCqmihla0SdnhBKrfG9MhOum1h0TSrM8OYj0qVHxCjBkA 7ifyTOvFe95+WHtYLdNV6g== 0001017062-02-000911.txt : 20020510 0001017062-02-000911.hdr.sgml : 20020510 ACCESSION NUMBER: 0001017062-02-000911 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020507 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMGEN INC CENTRAL INDEX KEY: 0000318154 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 953540776 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12477 FILM NUMBER: 02642274 BUSINESS ADDRESS: STREET 1: ONE AMGEN CENTER DRIVE CITY: THOUSAND OAKS STATE: CA ZIP: 91320-1799 BUSINESS PHONE: 805-447-1000 MAIL ADDRESS: STREET 1: ONE AMGEN CENTER DRIVE STREET 2: MAIL STOP 27-3-C CITY: THOUSAND OAKS STATE: CA ZIP: 91320-1799 FORMER COMPANY: FORMER CONFORMED NAME: AMGEN DATE OF NAME CHANGE: 19870305 8-K 1 d8k.txt FORM 8-K 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 May 7, 2002 Date of Report (Date of earliest event reported) --------------------- AMGEN INC. (Exact name of registrant as specified in its charter) Delaware 000-12477 95-3540776 (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification Number) Amgen Inc. 91320-1799 One Amgen Center Drive (Zip Code) Thousand Oaks, CA (Address of principal executive offices) 805-447-1000 (Registrant's telephone number, including area code) N/A (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On May 7, 2002, Amgen Inc. purchased from F. Hoffman-La Roche Ltd. ("Roche") Roche's rights, assets and business related to Filgrastim and pegfilgrastim in the European Union, Switzerland and Norway. With regard to the EU, the effective date of the purchase is January 1, 2002. Under the terms of the agreement between the parties, Amgen will pay Roche $137.5 million for this acquisition. Roche will continue as the licensee for Filgrastim and pegfilgrastim in certain countries in Eastern Europe, the Middle East, Africa, Asia and Latin America. The press release announcing the transaction is attached to this Current Report as Exhibit 99.1. Item 7(c). Exhibits. See Exhibit Index. 1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AMGEN INC. Date: May 10, 2002 By: /s/ Richard D. Nanula -------------------------------------- Name: Richard D. Nanula Title: Executive Vice President, Finance, Strategy and Communications, and Chief Financial Officer 2 EXHIBIT INDEX Exhibit Number Document Description - ------- -------------------- 99.1 Press Release dated May 7, 2002. 3 EX-99.1 3 dex991.txt PRESS RELEASE DATED MAY 8, 2002 Exhibit 99.1 Amgen to Acquire Filgrastim and Pegfilgrastim in Europe From Roche THOUSAND OAKS, Calif. and BASEL, Switzerland, May 7 /PRNewswire-FirstCall/ -- Roche and Amgen (Nasdaq: AMGN - news) announced today that Amgen has purchased ---- ---- from Roche the assets and business related to filgrastim and pegfilgrastim in the European Union, Switzerland and Norway. Filgrastim and pegfilgrastim are white-cell boosting therapeutics that are used to decrease the incidence of neutropenia, which can lead to patients contracting potentially life threatening infections following chemotherapy. Filgrastim has been commercialized by Amgen and Roche under the Neupogen(R) and Granulokine(R) trade names. Amgen also currently markets in the U.S. pegfilgrastim, as Neulasta(TM), a long-acting version of filgrastim. In December 2001 Roche announced the planned merger of its Japanese subsidiary with the Japanese company Chugai. As a result of this merger, Roche is selling part of its European filgrastim and pegfilgrastim business to Amgen, as Chugai commercializes a competitive drug. Amgen will pay Roche $137.5 million for this acquisition. Roche will continue as the licensee for filgrastim and pegfilgrastim in certain countries in Eastern Europe, the Middle East, Africa, Asia and Latin America. About Filgrastim and Pegfilgrastim Filgrastim and pegfilgrastim are a supportive part of treatment for many patients receiving cancer chemotherapy. Some cancer drugs, in addition to attacking the cancer, destroy the patient's white blood cells, which are extremely important in fighting infection. Consequently, these patients are prone to developing severe, and even life-threatening, infections. Filgrastim and pegfilgrastim restore the number of white blood cells and thus improve their ability to kill infecting micro-organisms. About Amgen Amgen is a global biotechnology company that discovers, develops, manufactures and markets important human therapeutics based on advances in cellular and molecular biology. Amgen is headquartered in Thousand Oaks, CA, USA, with European headquarters in Lucerne, Switzerland. About Roche Headquartered in Basel, Switzerland, Roche is one of the world's leading research-oriented healthcare groups in the fields of pharmaceuticals, diagnostics and vitamins. Roche's innovative products and services address prevention, diagnosis and treatment of diseases, thus enhancing people's well-being and quality of life. Forward-Looking Statements This news release contains forward-looking statements that involve significant risks and uncertainties, including those discussed below and more fully described in the Securities and Exchange Commission reports filed by Amgen, including our most recent Form 10-Q. Amgen conducts research in the biotechnology/pharmaceutical field where movement from concept to product is uncertain; consequently, there can be no guarantee that any particular product candidate will be successful and become a commercial product. Furthermore, our research, testing, pricing, marketing and other operations are subject to extensive regulation by domestic and foreign government regulatory authorities. In addition, sales of our products are affected by reimbursement policies imposed by third party payors, including governments, private insurance plans and managed care providers. These government regulations and reimbursement policies may affect the development, usage and pricing of our products. In addition, while we routinely obtain patents for our products and technology, the protection offered by our patents and patent applications may be challenged, invalidated or circumvented by our competitors. Because forward-looking statements involve risks and uncertainties, actual results may differ materially from current results expected by Amgen. Amgen is providing this information as of May 7, 2002 and expressly disclaims any duty to update information contained in this press release. CONTACT: Amgen Jeff Richardson, 805/447-3227 (media) Cary Rosansky, 805/447-4634 (investors) Roche: Jacqueline Wallach, 41-61-688-8888 All trademarks used or mentioned in this release are legally protected. -----END PRIVACY-ENHANCED MESSAGE-----