<PAGE> 1
SECURITIES & 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) August 16, 1994
-----------------
MERCK & CO., Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
New Jersey
- --------------------------------------------------------------------------------
(State or other jurisdiction of incorporation)
1-3305 22-1109110
- --------------------------- ----------------------------------------------
(Commission File Number) (IRS Employer Identification No.)
One Merck Drive, PO Box 100, Whitehouse Station, NJ 08889-0100
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (908)423-1000
-----------------
<PAGE> 2
Item 5. Other Events
Incorporated by reference is a press release issued by the Registrant
on August 16, 1994, attached as Exhibit 99, providing information concerning
the Registrant's announcement of its intention to sell its specialty chemical
units, Kelco and Calgon Vestal Laboratories. The decision to sell reflects the
Registrant's intention to focus its resources on its integrated pharmaceutical
and pharmacy benefits management business.
Item 7. Financial Statements and Exhibits
(c) Exhibit
Exhibit 99 - Press release issued August 16, 1994.
SIGNATURE
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.
MERCK & CO., Inc.
By: /s/ Nancy V. Van Allen
----------------------
Nancy V. Van Allen
Assistant Secretary
August 17, 1994
<PAGE> 3
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
- ------- -----------
<S> <C>
99 Press release issued August 16, 1994
</TABLE>
<PAGE> 1
EXHIBIT 99
FOR IMMEDIATE RELEASE
Press Contacts: John Doorley
Office: (908) 423-4081
Home: (908) 232-2052
Investor Contact: Jim Hinrichs
Office: (908) 423-6883
Whitehouse Station, N.J. August 16, 1994 -- Merck & Co., Inc.
announced today its intention to sell its specialty chemical units, Kelco and
Calgon Vestal Laboratories. The decision was made despite the fact that the
operating performances of both Kelco and Calgon Vestal have been and continue
to be excellent.
Merck President and CEO Ray Gilmartin said that the decision reflects
the Company's intention to focus its resources on its integrated pharmaceutical
and pharmacy benefits management business.
"We believe that by concentrating our resources on these areas, we can
remain a research-driven, premier-growth company, even in the face of the
challenging market conditions and government pressures on the pharmaceutical
industry," Mr. Gilmartin said. "By remaining a premier-growth company, one
whose performance puts it in the top tier of U.S. companies, Merck can continue
to fund the innovative research that serves patients, physicians, customers and
society."
Over the coming weeks, Merck and J.P. Morgan Securities Inc., which is
assisting in the sales, will contact a limited number of prospective buyers and
begin a process that will lead to negotiations and the sale of the businesses.
Merck anticipates that this process will be completed by the end of the year.
Merck hopes to find buyers with strategic interests in focusing on the
continued growth and success of Kelco's and Calgon Vestal's businesses.
<PAGE> 2
Kelco is a world leader in the development, application and production
of alginates and biogums used in applications such as health care, food
processing, oil exploration, paper, textiles and personal care. Kelco,
headquartered in San Diego, Calif., has approximately 1,300 employees.
Calgon Vestal is a leading wound management, skin care and infection-control
business headquartered in St. Louis, Mo., with about 700 employees.
Merck & Co., Inc., is a worldwide research-intensive company that
discovers, develops, produces and markets human and animal health products.
Its Medco unit is the leading pharmacy benefits management company. Merck is
headquartered in Whitehouse Station, N.J., and invested more than $1.2 billion
last year in pharmaceutical research and development.
###
