0000893220-01-500741.txt : 20011019
0000893220-01-500741.hdr.sgml : 20011019
ACCESSION NUMBER: 0000893220-01-500741
CONFORMED SUBMISSION TYPE: 424B3
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011011
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: CEPHALON INC
CENTRAL INDEX KEY: 0000873364
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 232484489
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 424B3
SEC ACT: 1933 Act
SEC FILE NUMBER: 333-62234
FILM NUMBER: 1757058
BUSINESS ADDRESS:
STREET 1: 145 BRANDYWINE PKWY
CITY: WEST CHESTER
STATE: PA
ZIP: 19380
BUSINESS PHONE: 6103440200
MAIL ADDRESS:
STREET 1: 145 BRANDYWINE PARKWAY
CITY: WEST CHESTER
STATE: PA
ZIP: 19380
424B3
1
w53911e424b3.txt
424B3 CEPHALON, INC.
1
Prospectus Supplement No. 6 Filed pursuant to Rule 424(b)(3)
to Prospectus dated August 6, 2001 File No. 333-62234
CEPHALON, INC.
$400,000,000 5-1/4 CONVERTIBLE SUBORDINATED NOTES DUE 2006
This document supplements information contained in that certain prospectus
of Cephalon, Inc. dated August 6, 2001, as amended and supplemented from time to
time, relating to the potential resale from time to time of $400,000,000 5-1/4
Convertible Subordinated Notes due 2006 and 5,405,405 shares of common stock by
the selling securityholders identified in the prospectus and any prospectus
supplements. This prospectus supplement is not complete without, and may not be
delivered or utilized except in connection with the prospectus, including any
amendments or supplements thereto.
The following table supplements, or amends, as noted, the information set
forth in the prospectus under the caption "Selling Securityholders" with respect
to:
- the principal amount of notes beneficially owned by each
selling securityholder and the maximum principal amount that
each may offer, and
- the number of shares of common stock issued upon conversion of
the notes that each selling securityholder may sell under the
prospectus, as amended or supplemented.
PRINCIPAL NUMBER OF
AMOUNT OF COMMON SHARES
NOTES ISSUED UPON
BENEFICIALLY CONVERSION THAT
NAME OF SELLING SECURITYHOLDER(1) OWNED(2) MIGHT BE SOLD
--------------------------------- -------- -------------
The following information supplements the
information set forth in the prospectus
originally filed or as previously amended
or supplemented:
American Motorist Insurance Company 469,000 6,337
Arapahoe County Colorado 46,000 621
City of New Orleans 189,000 2,554
City University of New York 113,000 1,527
Grady Hospital Foundation 99,000 1,337
Municipal Employees 100,000 1,351
New Orleans Firefighters Pension/Relief Fund 103,000 1,391
Occidental Petroleum Corporation 193,000 2,608
2
Policemen and Firemen Retirement System
of the City of Detroit 495,000 6,689
Promutual 561,000 7,581
Raytheon Master Pension Trust 179,000 2,418
Shell Pension Trust 214,000 2,891
State of Maryland Retirement Agency 2,390,000 32,297
1976 Distribution Trust FBO A. R.
Lauder/Zinterhofer 6,000 81
1976 Distribution Trust FBO Jane A. Lauder 12,000 162
2000 Revocable Trust FBO A. R.
Lauder/Zinterhofer 6,000 81
The following information amends the
information set forth in the prospectus
originally filed or as previously amended
or supplemented:
Deutsche Banc Alex Brown Inc. 7,228,000 97,675
Nicholas Applegate Convertible Fund 1,793,000 24,229
(1) The information set forth herein is as of October 11, 2001 and will be
updated as required.
(2) Beneficial ownership is determined in accordance with the rules of the SEC
and generally includes voting or investment power with respect to
securities.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or passed upon the
adequacy or accuracy of this prospectus supplement. Any representation to the
contrary is a criminal offense.
The date of this prospectus supplement is October 11, 2001.