8-K 1 j1859_8k.htm 8-K

 

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)   June 5, 2003

 

Cephalon, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

0-19119

 

23-2484489

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

145 Brandywine Parkway
West Chester, Pennsylvania

 

 

 

19380

(Address of Principal Executive Offices)

 

 

 

(Zip Code)

 

 

 

 

 

Registrant’s telephone number, including area code   (610) 344-0200

 

 

 

 

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

 

ITEM 5.  OTHER EVENTS.

 

On June 5, 2003, Cephalon, Inc. (the “Registrant”), publicly announced a proposed convertible subordinated notes offering.  On June 6, 2003, the Registrant publicly announced the pricing of the convertible subordinated notes offering.

 

The Registrant hereby incorporates by reference the press releases dated June 5, 2003 and June 6, 2003 attached hereto as Exhibits 99.1 and 99.2, and made a part of this Item 5.

 

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

 

   (a)        Financial Statements of Business Acquired:   Not applicable

 

   (b)        Pro Forma Financial Information:   Not applicable

 

   (c)        Exhibits

 

Number

 

Description

99.1

 

Press Release dated June 5, 2003 — Cephalon Announces Proposed Convertible Subordinated Notes Offering

 

 

 

99.2

 

Press Release dated June 6, 2003 — Cephalon Prices $600 Million Convertible Subordinated Notes Offering

 

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SIGNATURES

 

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.

 

 

 

 

CEPHALON, INC.

 

 

 

 

 

 

Date:

June 6, 2003

By:

/s/ John E. Osborn

 

 

 

 

John E. Osborn

 

 

 

Senior Vice President, General Counsel &
Secretary

 

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EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Press Release dated June 5, 2003 – Cephalon, Inc. Announces Proposed Convertible Subordinated Notes Offering

 

 

 

99.2

 

Press Release dated June 6, 2003 – Cephalon Prices $600 Million Convertible Subordinated Notes Offering

 

4