KING PHARMACEUTICALS INC
8-K, 1999-09-28
PHARMACEUTICAL PREPARATIONS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                    CURRENT REPORT FOR ISSUERS SUBJECT TO THE
                           1934 REPORTING REQUIREMENTS

                                    FORM 8-K

Pursuant to Secion 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)   August 19, 1999
                                                   ---------------


                           KING PHARMACEUTICALS, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Tennessee                      0-24425                54-1684963
- --------------------------------------------------------------------------------
(State or other jurisdiction          (Commission            (I.R.S. Employer
         of incorporation)            File Number)          Identification No.)

 501 Fifth Street, Bristol, Tennessee                              37620
- --------------------------------------------------------------------------------
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code    (423) 989-8000
                                                    ------------------------
                                 Not Applicable
- --------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)



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                    INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 5.  OTHER EVENTS.

         On August 2, 1999 and August 19, 1999, King Pharmaceuticals, Inc., a
Tennessee corporation, issued press releases regarding King's acquisition, from
Eli Lilly and Company, of all of Lilly's rights, titles and interests in and to
all formulations of pharmaceutical products sold under the registered trademark
Lorabid(R) (loracarbef) in the United States and the Commonwealth of Puerto
Rico.

                                  EXHIBIT INDEX

       Exhibit    Description
       -------    -----------

         99       Press releases of King Pharmaceuticals, Inc. dated August 2,
                  1999 and August 19, 1999.




                                   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 thereunto duly authorized.

                                       KING PHARMACEUTICALS, INC.

Date: September 27, 1999

                                       By: /s/ Brian G. Shrader
                                           -------------------------------------
                                           Brian G. Shrader
                                           Chief Financial Officer



                                      - 1 -



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                                                                      EXHIBIT 99


      KING PHARMACEUTICALS TO ACQUIRE U.S. RIGHTS TO LORABID(R) FROM LILLY

         BRISTOL, Tenn. and INDIANAPOLIS, Aug. 2 -- King Pharmaceuticals, Inc.
(Nasdaq: KING) and Eli Lilly and Company (NYSE: LLY) announced today that they
have signed a definitive agreement for King to acquire the antibiotic Lorabid(R)
(loracarbef) in the United States and Puerto Rico from Lilly for $90.5 million
plus sales performance milestones that would bring the total value of the deal
to $158 million. The final contingent payment will be made if King achieves $140
million in annual net sales. Unaudited net sales for Lorabid(R) in the U.S. for
the past 12 months ending June 30, 1999, totaled $73.9 million.

         As part of the agreement, King will acquire Lilly's U.S. rights
including Lorabid's(R) new drug applications, investigational new drug
applications, patents and associated U.S. copyright and trademark material.
Lilly will manufacture Lorabid(R) for King. Lorabid(R) has U.S. patent
protection through the end of 2005. The transaction is expected to close next
month and is subject to review under the Hart-Scott-Rodino Act.

         Lorabid(R) is indicated for the treatment of patients with mild to
moderate infections caused by susceptible strains of bacteria in the upper and
lower respiratory tract, the skin, and the urinary tract. King will
begin promoting Lorabid(R) to physicians immediately after the transaction
closes.

         "The acquisition of Lorabid(R) will provide King with a patented
antibiotic that is primarily prescribed by general practitioners and family
practitioners," said John M. Gregory, Chairman and Chief Executive Officer of
King. "Accordingly, Lorabid(R) complements King's existing product portfolio and
verifies the continued successful execution of our growth strategy to
selectively acquire additional branded pharmaceutical products. King plans to
expand its field sales force to a total of at least 275 representatives before
the fourth quarter of 1999 by hiring a minimum of an additional 50
representatives to promote this well-recognized product."

         "This is another example of Lilly's strategy to maximize the potential
and value of its assets," said William R. Ringo, Jr., President,
Onocology/Critical Care for Lilly. "King has a proven track record of management
and commercial success that will allow them to drive Lorabid(R) performance. Our
agreement with King also takes advantage of our manufacturing capabilities and
will provide for a smooth transition of this product."

         King, headquartered in Bristol, Tennessee, is a vertically integrated
pharmaceutical company that manufactures, markets, and sells primarily branded
prescription pharmaceutical products. King seeks to capitalize on niche
opportunities in the pharmaceutical industry created by cost containment
initiatives and consolidation among large global pharmaceutical companies.
King's strategy is to acquire branded pharmaceutical products and to increase
their sales by focused promotion and marketing and through product life cycle
management.

         Lilly is a global research-based pharmaceutical corporation
headquartered in Indianapolis, Indiana, that is dedicated to creating and
delivering innovative pharmaceutical-based health care solutions which enable
people to live longer, healthier, and more active lives.


<PAGE>   2



         This release contains forward-looking information about the companies'
business prospects. The information is based on management's current
expectations including both companies' ability to complete this agreement,
significant leverage and debt service requirements of King, dependence on King's
ability to continue to acquire branded products, dependence on sales of King's
products, and management of King's growth and integration of its acquisitions.
Actual results may differ materially due to various other factors, including
those mentioned in this release and those outlined in both King's and Lilly's
latest Form 10-K filings. King does not undertake to publicly update or revise
any of the forward-looking statements even if experience or future changes show
that the indicated results or events will not be realized.

                                      # # #


                                    Contact:

          Kyle P. Macione, Executive Vice President, Investor Relations
                              King Pharmaceuticals
                                  423-989-8077

                                 James P. Kappel
                              Eli Lilly and Company
                                  317-276-5795


<PAGE>   3

         KING PHARMACEUTICALS COMPLETES PREVIOUSLY ANNOUNCED ACQUISITION
                     OF U.S. RIGHTS TO LORABID(R) FROM LILLY

         BRISTOL, Tenn., Aug. 19 -- King Pharmaceuticals, Inc. (Nasdaq: KING)
announced today that it has completed the acquisition of the antibiotic
Lorabid(R) (loracarbef) in the United States and Puerto Rico from Eli Lilly and
Company which it announced August 2, 1999. The purchase price for the product
was $90.5 million plus sales performance milestones that would bring the total
value of the deal to $158 million. The final contingent payment will be made if
King achieves $140 million in annual net sales. Unaudited net sales for
Lorabid(R) in the U.S. for the past 12 months ending June 30, 1999, totaled
$73.9 million.

         King, headquartered in Bristol, Tennessee, is a vertically integrated
pharmaceutical company that manufactures, markets, and sells primarily branded
prescription pharmaceutical products. King seeks to capitalize on niche
opportunities in the pharmaceutical industry created by cost containment
initiatives and consolidation among large global pharmaceutical companies.
King's strategy is to acquire branded pharmaceutical products and to increase
their sales by focused promotion and marketing and through product life cycle
management.

                                       ###


                                    Contact:

          Kyle P. Macione, Executive Vice President, Investor Relations
                                  423-989-8077



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