0000950123-01-507177.txt : 20011019
0000950123-01-507177.hdr.sgml : 20011019
ACCESSION NUMBER: 0000950123-01-507177
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20011012
ITEM INFORMATION: Other events
ITEM INFORMATION: Financial statements and exhibits
FILED AS OF DATE: 20011012
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: REGENERON PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0000872589
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 133444607
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-19034
FILM NUMBER: 1758041
BUSINESS ADDRESS:
STREET 1: 777 OLD SAW MILL RIVER RD
CITY: TARRYTOWN
STATE: NY
ZIP: 10591-6707
BUSINESS PHONE: 9143477000
8-K
1
y53942e8-k.txt
FORM 8-K
1
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) OCTOBER 12, 2001
----------------
REGENERON PHARMACEUTICALS, INC.
-------------------------------------------
(Exact name of registrant as specified in its charter)
NEW YORK 0-19034 No. 13-3444607
-------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
777 OLD SAW MILL RIVER ROAD, TARRYTOWN, NY 10591-6707
-----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (914) 347-7000
--------------
NOT APPLICABLE
---- ---------------
(Former name or former address, if changed since last report)
Page 1 of 5
2
INFORMATION TO BE INCLUDED IN REPORT
------------------------------------
ITEM 5. OTHER EVENTS.
On October 12, 2001, the Company issued a press release, a
copy of which is included as an exhibit to this filing.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99(a) Press Release dated October 12, 2001.
-2-
3
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 thereunto duly authorized.
REGENERON PHARMACEUTICALS, INC.
By: /s/ Stuart Kolinski
------------------------------------
Stuart Kolinski
Vice President & General Counsel
Date: October 12, 2001
-3-
EX-99.A
3
y53942ex99-a.txt
PRESS RELEASE
1
FOR IMMEDIATE RELEASE
---------------------
REGENERON ANNOUNCES OFFERING OF CONVERTIBLE
SENIOR SUBORDINATED NOTES IN A 144A OFFERING
Tarrytown, NY - (October 12, 2001) -- Regeneron Pharmaceuticals, Inc. (NASDAQ:
REGN) announced today that subject to market and other conditions, it intends to
offer approximately $150 million of seven-year convertible senior subordinated
notes. These notes will be convertible into shares of Regeneron common stock.
The offering will be made by means of an offering memorandum to qualified
institutional buyers pursuant to Rule 144A of the Securities Act of 1933, as
amended. The offering is expected to close on or about October 17, 2001.
Regeneron expects to use the net proceeds from this offering for preclinical and
clinical development, expansion of manufacturing facilities, research, working
capital, and general corporate purposes.
The notes and the common stock issuable upon conversion of the notes have not
been registered under the Securities Act or applicable state securities laws,
and may not be offered or sold absent registration under the Securities Act and
applicable state securities laws or applicable exemptions from registration
requirements. Regeneron will file a registration statement for the resale of the
notes and the shares of common stock issuable upon conversion of the notes
within 90 days after the closing of the offering.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy the notes, nor shall there be any sale of the notes in any state
in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of such state. The press
release is being issued pursuant to and in accordance with Rule 135(c) of the
Securities Act.
2
Regeneron is a biopharmaceutical company that discovers, develops, and intends
to commercialize therapeutic drugs for the treatment of serious medical
conditions. Regeneron's platform technologies include Targeted Genomics(TM),
Functionomics(TM), and Designer Protein Therapeutics(TM). Regeneron has drugs in
clinical trials for the potential treatment of obesity and rheumatoid arthritis,
and has preclinical development programs in cancer, asthma, allergies, and other
diseases and disorders.
This news release discusses historical information and includes
forward-looking statements about Regeneron and its products, programs, finances,
and business, all of which involve a number of risks and uncertainties, such as
risks associated with preclinical and clinical development of drugs and
biologics, determinations by regulatory and administrative governmental
authorities, competitive factors, technological developments, the availability
and cost of capital, the costs of developing, producing, and selling products,
the potential for any collaboration agreement to be canceled or to terminate
without any product success, and other material risks. A more complete
description of these risks can be found in Regeneron's filings with the United
States Securities and Exchange Commission, including its Form 10-K for the year
ended December 31, 2000. Regeneron does not undertake any obligation to update
publicly any forward-looking statement, whether as a result of new information,
future events, or otherwise, unless required by law.
###
Contact: Charles Poole
Vice President, Investor Relations
Regeneron Pharmaceuticals, Inc.
charles.poole@regn.com
(914) 345-7641
3
Additional information about Regeneron and recent news releases are available on
Regeneron's Worldwide Web Home Page at www.regn.com. Fax copies of news releases
can be obtained from Regeneron's News-on-Demand Service by dialing (800)
311-0841.