-----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, U0lO7JMEpWeZQpvbqtpmLjmQm/fD9NgjfPqIeQzvuqdUWQNs7UgL8g+Agk4jgtZf B4SU0+x+tZ39URc+/aku4A== 0000950123-04-005015.txt : 20040423 0000950123-04-005015.hdr.sgml : 20040423 20040423113040 ACCESSION NUMBER: 0000950123-04-005015 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040423 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: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-74464 FILM NUMBER: 04749847 BUSINESS ADDRESS: STREET 1: 777 OLD SAW MILL RIVER RD CITY: TARRYTOWN STATE: NY ZIP: 10591-6707 BUSINESS PHONE: 9143477000 424B3 1 y96482e424b3.htm REGENERON PHARMACEUTICALS REGENERON PHARMACEUTICALS
 

Filed pursuant to Rule No. 424(b)(3)
File Number 333-74464

PROSPECTUS SUPPLEMENT NO. 8
Regeneron Pharmaceuticals, Inc.

$200,000,000
5.50% Convertible Senior Subordinated Notes due 2008
and Shares of Common Stock Issuable upon Conversion of the Notes

     This prospectus supplement supplements the prospectus dated January 24, 2002 of Regeneron Pharmaceuticals, Inc. relating to the sale by certain of our securityholders (including their pledges, donees, assignees, transferees, successors and others who later hold any of the securityholders’ interests) of up to $200,000,000 principal amount at maturity of notes and the shares of common stock issuable upon conversion of the notes. You should read this prospectus supplement in conjunction with the prospectus, and this prospectus supplement is qualified by reference to the prospectus, except to the extent that the information in this prospectus supplement supersedes the information contained in the prospectus.

     The table of selling securityholders contained in the prospectus is hereby modified to add as follows:

                                 
    Aggregate Principal           Number of Shares   Percentage of
    Amount at   Percentage of   of Common Stock   Shares of
    Maturity of Notes   Notes   that may   Common Stock
Name
  that may be Sold
  Outstanding
  be Sold (1)
  Outstanding (2)
CIBC World Markets
    $1,000,000       *       33,056       *  

* Less than one percent (1%).

(1)   Assumes conversion of all of the holder’s notes at a conversion rate of 33.0565 shares of common stock per $1,000 principal amount at maturity of the notes. This conversion rate is subject to adjustment, however, as described under “Description of the Notes – Conversion of the Notes.” As a result, the number of shares of common stock issuable upon conversion of the notes may increase or decrease in the future.
 
(2)   Calculated based on Rule 13d-3(d)(i) of the Exchange Act, using 53,197,081 shares of common stock outstanding as of December 31, 2003. In calculating this amount for each holder, we treated as outstanding the number of shares of common stock issuable upon conversion of all that holder’s notes, but we did not assume conversion of any other holder’s notes.

     Investing in the notes or shares of common stock involves risks that are described in the “Risk Factors” section beginning on page 5 of the prospectus.

     Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is April 23, 2004

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