XML 53 R18.htm IDEA: XBRL DOCUMENT v2.4.0.6
Litigation
6 Months Ended
Jun. 30, 2012
Loss Contingency [Abstract]  
Litigation
Litigation
From time to time in the ordinary course of business, we become involved in various lawsuits, claims and proceedings relating to the conduct of our business, including those pertaining to product liability, patent infringement and employment claims.

Product Liability Litigation

As of June 30, 2012, we and Lilly were involved in approximately 96 separate product liability cases involving approximately 536 plaintiffs in various courts in the United States. Approximately 72 plaintiffs who previously filed cases have subsequently dismissed their cases or claims without prejudice. Certain of these cases have been brought by individuals who allege they have used BYETTA. They generally seek compensatory and punitive damages for alleged injuries, consisting primarily of pancreatitis and, in some cases, alleged wrongful death. Most of the cases are pending in California state court, where the Judicial Council has granted our petition for a “coordinated proceeding” for all California state court cases alleging harm allegedly as a result of BYETTA use. We also have received notice from plaintiff's counsel of additional claims by individuals who have not filed suit. While we cannot reasonably predict the outcome of any lawsuit, claim or proceeding, we and Lilly intend to vigorously defend these matters. However, if we are unsuccessful in our defense, these matters could result in a material adverse impact to our financial position and results of operations.

Icahn Litigation
On April 12, 2012, an action titled Icahn Partners LP v. Amylin Pharmaceuticals, Inc., Case No. 7418, was filed in the Court of Chancery of the State of Delaware. The complaint asserts claims arising out of the Company's response to the plaintiff's demand to inspect certain books and records of the Company purportedly pursuant to Section 220 of the Delaware General Corporation Law. The complaint seeks an order from the court compelling the Company to provide certain books and records to the plaintiff for purposes of inspection and copying. On April 30, 2012, the Court of Chancery scheduled trial in this action to be held on June 26, 2012 and on June 7, 2012, at Icahn Partners LP's request, the parties entered into a stipulation to postpone the action and to adjourn further discovery, pre-trial proceedings and the scheduled trial indefinitely, which stipulation was approved and entered by the Court of Chancery on June 7, 2012.

Stockholder Litigation

On April 4, 2012, a putative Amylin stockholder filed a derivative and putative class action titled Duane Howell v. Paulo F. Costa et al., Case No. 37-2012-00095130, in the Superior Court of the State of California for the County of San Diego (“San Diego Class Action”) against the Company and the Company's Board of Directors (the “Board”). The complaint alleges that the Board breached its fiduciary duties in connection with its response to an offer to acquire the Company. The complaint seeks, among other things, a declaration that the Board breached its fiduciary duties, the establishment of a committee of independent directors or third party to evaluate strategic alternatives and potential offers for the Company, a prohibition of the directors from entering into certain contractual provisions that could harm the Company or its stockholders and an invalidation of the Company's shareholder rights plan. On May 1, 2012, the parties entered into a joint stipulation staying the San Diego Class Action indefinitely.
On June 26, 2012, a putative Amylin stockholder filed a derivative action titled Berger v. Bradbury, et al., 1:12-cv-00824 in the United States District Court for the District of Delaware on behalf of and against the Company as nominal defendant and against the Board. The complaint alleges that the Board breached its fiduciary duties in connection with its response to an offer to acquire the Company. The complaint seeks, among other things, a declaration that the Board breached its fiduciary duties, the establishment of a committee of independent directors or third party to evaluate strategic alternatives and potential offers for the Company, a prohibition of the directors from entering into certain contractual provisions that could harm the Company or its stockholders, an invalidation of the Company's shareholder rights plan, and money damages.

Class Action Litigation

Putative stockholder class action complaints have been filed in the Court of Chancery of the State of Delaware (defined below as the "Consolidated Delaware Action"), the Superior Court of the State of California, County of San Diego and the United States District Court of the Southern District of California (the "California Federal Actions"). The complaints name as defendants the Company, certain officers and directors of the Board (the “Individual Defendants”), Bristol-Myers Squibb and Merger Sub. The complaints generally assert a breach of fiduciary duty against the Individual Defendants and aiding and abetting a breach of fiduciary duty against Bristol-Myers Squibb and Merger Sub. On July 27, 2012, the parties in the Consolidated Delaware Action executed a Memorandum of Understanding (the "MOU") that provided for the settlement of all claims in exchange for supplemental disclosures. That same day, those supplemental disclosures were filed with the SEC as Amendment No. 4 to the Company's Schedule 14D-9 (the "Supplemental Disclosures"). After reviewing the Supplemental Disclosures, the plaintiffs in the California Federal Actions withdrew their pending joint motion for preliminary injunction and expedited discovery. Plaintiffs generally seek an injunction prohibiting consummation of the proposed transaction, rescission and rescissory damages (to the extent the proposed transaction has already been consummated), and fees and costs associated with prosecuting the action. While we cannot reasonably predict the outcome of any lawsuit, claim or proceeding, we intend to vigorously defend these matters. However, if we are unsuccessful in our defense, these matters could result in a material adverse impact to our financial position and results of operations.