-----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, QGfECAaATuFacKJbCBA7I0ZWd29btuzELi4gQ5Z+PFSrRMjZi/E3rNU33226fWKY 0YFf8zyfPXGlW9Qwp3zazw== 0000950123-07-015454.txt : 20071114 0000950123-07-015454.hdr.sgml : 20071114 20071114071657 ACCESSION NUMBER: 0000950123-07-015454 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071114 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071114 DATE AS OF CHANGE: 20071114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MYLAN INC. CENTRAL INDEX KEY: 0000069499 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 251211621 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09114 FILM NUMBER: 071240748 BUSINESS ADDRESS: STREET 1: 1500 CORPORATE DRIVE STREET 2: SUITE 400 CITY: CANONSBURG STATE: PA ZIP: 15317 BUSINESS PHONE: 724-514-1800 MAIL ADDRESS: STREET 1: 1500 CORPORATE DRIVE STREET 2: SUITE 400 CITY: CANONSBURG STATE: PA ZIP: 15317 FORMER COMPANY: FORMER CONFORMED NAME: MYLAN LABORATORIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FRM CORP DATE OF NAME CHANGE: 19711003 8-K 1 y42735e8vk.htm FORM 8-K 8-K
 

 
 
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): November 14, 2007
MYLAN INC.
(Exact Name of Registrant as Specified in Charter)
         
Pennsylvania   1-9114   25-1211621
(State or Other Jurisdiction of
Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
     
1500 Corporate Drive
Canonsburg, PA
  15317
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: (724) 514-1800
     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:
  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))
 
 

 


 

Item 8.01. Other Events.
Mylan Inc. (MYL) issued a press release dated November 14, 2007, announcing that it has priced its public offerings of 53.5 million shares of common stock at $14.00 per share and 1.86 million shares of 6.50% mandatory convertible preferred stock at $1,000 per share. See Exhibit 99.1
Item 9.01. Financial Statements and Exhibits.
The Exhibit included as part of this Current Report is listed in the attached Exhibit Index.

2


 

SIGNATURE
     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.
         
  MYLAN INC.
 
 
Date: November 14, 2007  By:   /s/ Edward J. Borkowski   
    Edward J. Borkowski   
    Executive Vice President and Chief Financial Officer   
 

18


 

Mylan Inc.
Exhibit Index
         
Exhibit    
Number    
       
 
  99.1    
Press Release dated November 14, 2007, titled “Mylan Prices Offerings of Common Stock and Mandatory Convertible Preferred Stock.”
EX-99.1 2 y42735exv99w1.htm EX-99.1: PRESS RELEASE EX-99.1
 

Exhibit 99.1
Mylan Prices Offerings of Common Stock
and Mandatory Convertible Preferred Stock
PITTSBURGH, Nov. 14 /PRNewswire-FirstCall/ — Mylan Inc. (NYSE: MYL) announced that it has priced its concurrent public offerings of 1.86 million shares of 6.50% mandatory convertible preferred stock (“preferred stock”) at $1,000 per share and 53.5 million shares of common stock at $14 per share pursuant to a shelf registration statement previously filed with the Securities and Exchange Commission. The underwriters have options to purchase approximately 279,000 additional shares of preferred stock and approximately 8.025 million shares of common stock, in each case to cover overallotments, if any. These offerings are separate public offerings by means of separate prospectus supplements and the closing of each offering is not contingent on the other.
The preferred stock will pay, when declared by the Board of Directors, dividends at a rate of 6.50% percent per annum on the liquidation preference of $1,000 per share, payable quarterly in arrears in cash, shares of Mylan common stock or a combination thereof at Mylan’s election. The first dividend date will be February 15, 2008.
Each share of preferred stock will automatically convert on November 15, 2010, into between approximately 58.5480 shares and 71.4286 shares of MYL common stock. The conversion rate will be subject to anti-dilution adjustments in certain circumstances. Holders may elect to convert at any time at the minimum conversion rate of 58.5480 shares of common stock for each share of preferred stock. The preferred stock has been approved for listing on the New York Stock Exchange, subject to issuance. The ticker symbol for this security will be MYLPrA.
The offerings will generate net proceeds of approximately $2.5 billion after underwriters discounts and expenses, without giving effect to the exercise of the overallotment options. The closing date for the transactions is expected to be November 19, 2007. Mylan intends to use the net proceeds of the offerings to prepay a portion of the bridge loans that were borrowed to finance in part its acquisition of Merck KGaA’s generics business.
The joint book-running managers for the preferred stock and common stock offerings are Merrill Lynch & Co. and Goldman, Sachs & Co. Merrill Lynch & Co. is acting as sole global coordinator for all financings for Mylan. Co-managers for the common stock offering are Citi, JPMorgan and Cowen and Company. Co-managers for the preferred stock offering are Citi, JPMorgan, Cowen and Company, Banc of America Securities LLC and Mitsubishi UFJ Securities.
Copies of the prospectuses related to the offerings may obtained from Merrill Lynch & Co., 4 World Financial Center, New York, NY 10080, Attention: Prospectus Department or from Goldman, Sachs & Co., 85 Broad Street, New York, NY 10004, Attention: Prospectus Department, Fax: 212-902-9316 or email at prospectus-ny.email.gs.com.

 


 

This press release does not and shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.
This press release contains statements that constitute “forward-looking statements”, including with regard to the Company’s planned securities offerings. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Because such statements inherently involve risks and uncertainties, actual future results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: the prevailing conditions in the public capital markets; significant fluctuations in interest rates or inflation; economic recession; economic, political and market factors affecting trading volumes, securities prices or demand for the Company’s stock; and the other risks detailed in the Company’s prospectus supplements and in periodic filings filed by the Company with the Securities and Exchange Commission. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release.
SOURCE: Mylan Inc.
CONTACT: Kris King, +1-724-514-1800

 

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