-----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, GHQcQeHNyLMJ1QwbZrZyLw2Xv+3EboxNYQwe+rA9AWhHxOrE5ElOFn2SX+FrFT4K snNc3tK2cMBkV7VFIw/Scw== 0000950123-10-070582.txt : 20100730 0000950123-10-070582.hdr.sgml : 20100730 20100730172423 ACCESSION NUMBER: 0000950123-10-070582 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100730 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100730 DATE AS OF CHANGE: 20100730 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: 10982104 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 y85882e8vk.htm FORM 8-K e8vk
 
 
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): July 30, 2010 (July 30, 2010)
MYLAN INC.
(Exact Name of Registrant as Specified in Charter)
         
Pennsylvania
(State or Other Jurisdiction
of Incorporation)
  1-9114
(Commission
File Number)
  25-1211621
(I.R.S. Employer
Identification No.)
     
1500 Corporate Drive
Canonsburg, PA

(Address of Principal Executive Offices)
 
15317
(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 1.01 Entry into a Material Definitive Agreement.
     On July 30, 2010, Mylan Inc. (the “Company”) and the guarantors named therein entered into a Purchase Agreement (the “Purchase Agreement”) with Goldman, Sachs & Co., as initial purchaser, relating to the sale by the Company of $300 million aggregate principal amount of the Company’s 7.875% Senior Notes due 2020 (the “Notes”) at an issue price of 105.5%, or an effective yield to maturity of 7.087%.
     The Notes will be issued in a private offering that is exempt from the registration requirements of the Securities Act of 1933 (the “Securities Act”) to qualified institutional buyers in accordance with Rule 144A and to persons outside of the U.S. pursuant to Regulation S under the Securities Act. The Notes will be the Company’s senior unsecured obligations and will be guaranteed on a senior unsecured basis by certain of the Company’s domestic subsidiaries. Subject to customary closing conditions, the sale of the Notes is expected to close on or about August 13, 2010.
     The Purchase Agreement contains customary representations, warranties and agreements by the Company and the guarantors. In addition, the Company and the guarantors have agreed to indemnify the initial purchaser against certain liabilities, including liabilities under the Securities Act, or to contribute to payments the initial purchaser may be required to make in respect of those liabilities. Furthermore, the Company and the guarantors have agreed with the initial purchaser not to offer or sell any substantially similar debt securities for a period of 90 days after the closing date without the prior written consent of the initial purchaser.
     The Company intends to use the net proceeds of this offering to finance a portion of the $550 million purchase price for the previously-announced acquisition of all of the equity of Bioniche Pharma Holdings Limited, a privately held, global injectable pharmaceutical company. The closing of this offering will not be conditioned on consummation of the Bioniche Pharma acquisition. If the Bioniche Pharma acquisition is not consummated, the Company intends to use the net proceeds from the offering for general corporate purposes, which may include repayment of indebtedness or business development opportunities.
Item 8.01. Other Events.
     On July 30, 2010, the Company issued a press release announcing the pricing of the Notes. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
     
Exhibit No.   Description
 
   
99.1
  Press release of Mylan Inc., dated July 30, 2010.

 


 

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: July 30, 2010  By:   /s/ John D. Sheehan    
    John D. Sheehan   
    Executive Vice President and
Chief Financial Officer 
 

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99.1
  Press release of Mylan Inc., dated July 30, 2010.

 

EX-99.1 2 y85882exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
FOR IMMEDIATE RELEASE
CONTACTS:
Michael Laffin (Media)
724.514.1968
Kris King (Investors)
724.514.1831
Mylan Announces Pricing of Add-On Offering of Senior Notes
PITTSBURGH — July 30, 2010 — Mylan Inc. (Nasdaq: MYL) today announced that it priced $300 million aggregate principal amount of Senior Notes due 2020 at an issue price of 105.5% with a coupon of 7.875%, or an effective yield to maturity of 7.087%. The notes are being offered as additional notes under an existing indenture under which Mylan issued $700 million aggregate principal amount of 7.875% Senior Notes due 2020 on May 19, 2010. The notes to be issued in this offering and the previously issued 7.875% Senior Notes due 2020 will be treated as a single class of notes under the indenture.
Mylan intends to use the net proceeds of this offering to finance a portion of the $550 million purchase price for the previously-announced acquisition of all of the equity of Bioniche Pharma Holdings Limited, a privately held, global injectable pharmaceutical company. The closing of this offering will not be conditioned on consummation of the Bioniche Pharma acquisition. If the Bioniche Pharma acquisition is not consummated, Mylan intends to use the net proceeds from the offering for general corporate purposes, which may include repayment of indebtedness or business development opportunities. Subject to customary closing conditions, the sale of the notes is expected to close on or about August 13, 2010.
The notes will be sold only to qualified institutional buyers in the U.S. in reliance on Rule 144A under the Securities Act of 1933, and outside the U.S. to non-U.S. persons in reliance on Regulation S under the Securities Act. The notes will not be registered under the Securities Act, and may not be offered or sold in the U.S. absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of securities mentioned in this press release in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
Mylan Inc. ranks among the leading generic and specialty pharmaceutical companies in the world and provides products to customers in more than 140 countries and territories. The company maintains one of the industry’s broadest and highest quality product portfolios supported by a robust product pipeline; operates one of the world’s largest active pharmaceutical ingredient manufacturers; and runs a specialty business focused on respiratory, allergy and psychiatric therapies. For more information, please visit www.mylan.com.

 


 

Forward-Looking Statements
This press release includes statements that constitute “forward-looking statements.” 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 Mylan’s failure to consummate the private placement or to utilize the proceeds of such placement as described in this press release. These cautionary statements should be considered in connection with any subsequent written or oral forward-looking statements that may be made by Mylan or by persons acting on its behalf and in conjunction with its periodic SEC filings. In addition, please refer to the cautionary statements and risk factors set forth in Mylan’s Quarterly Report on Form 10-Q for the period ended June 30, 2010 and in its other periodic filings made with the SEC from time to time.
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