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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 Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 22, 2000
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.
Effective June 22, 2000, King Pharmaceuticals, Inc., a Tennessee
corporation, entered a Co-Promotion Agreement with American Home Products
Corporation ("AHP"). Under this agreement, King and AHP's Wyeth-Ayerst
Laboratories division ("Wyeth-Ayerst") will jointly market King's product
Altace(R) (ramipril), an Angiotensin Converting Enzyme ("ACE") inhibitor, in the
United States and Puerto Rico.
AHP also agreed, pursuant to an Asset Purchase Agreement dated June 22,
2000, to divest to King for $200 million its rights in the U.S. and Puerto Rico
to the products Nordette(R) (an oral contraceptive), Bicillin and Wycillin.
In connection with the transactions discussed above, AHP acquired from
King, under a Stock and Note Purchase Agreement dated June 22, 2000, $75 million
of King's common stock for cash. AHP also paid King $25 million in cash upon
execution of the Co-Promotion Agreement. Subject to the terms and conditions of
the Stock and Note Purchase Agreement and the Asset Purchase Agreement, King
agreed to issue and AHPC also agreed to purchase a Note in the principal amount
of $25 million.
A press release relating to these events was issued on June 23, 2000.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements on Businesses Acquired.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
The following exhibits are filed pursuant to Item 601 of
Regulation S-K:
Exhibit
Number Description
------ -----------
10.1 Co-Promotion Agreement, dated as of June 22, 2000, between American
Home Products Corporation and King Pharmaceuticals, Inc.
10.2 Asset Purchase Agreement, dated as of June 22, 2000, between
American Home Products Corporation and King Pharmaceuticals, Inc.
10.3 Stock and Note Purchase Agreement, dated as of June 22, 2000,
between American Home Products Corporation and King Pharmaceuticals,
Inc.
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99. Press Release of King Pharmaceuticals, Inc. dated June 23, 2000.
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: June 30, 2000
By: /s/ Brian G. Shrader
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Brian G. Shrader
Chief Financial Officer
