UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
January 10, 2000
----------------
MEDCO RESEARCH, INC.
---------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-13948 95-3318451
-------- ------- ----------
(State or other (Commission File No.) (IRS Employer
jurisdiction of Identification No.)
incorporation)
7001 Weston Parkway, Suite 300 Cary, NC 27513
- --------------------------------------- -----
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (919)653-7001
-----------------
<PAGE>
ITEM 5. Other Information
On January 10, 2000, the State of Wisconsin Investment Board ("SWIB"), the
holder of approximately 11.5% of the outstanding stock of Medco Research, Inc.
(the "Company"), brought suit against the Company and its directors in the Court
of Chancery of the State of Delaware. SWIB alleged waste and breach of fiduciary
duty by reason of the Company's planned merger (the "Merger") with King
Pharmaceuticals, Inc. SWIB seeks to enjoin the Merger and also seeks unspecified
damages. It further seeks to certify the action as a class action.
The parties are now engaging in expedited discovery. SWIB has applied
for a preliminary injunction enjoining the Merger. A hearing on SWIB's
application for a preliminary injunction is to take place on February 9, 2000,
and the meeting of the Company's stockholders to vote on the Merger is scheduled
for February 10, 2000.
The Company is vigorously contesting SWIB's claims and its application
for a preliminary injunction. The Company believes that SWIB's allegations are
without merit.
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.
MEDCO RESEARCH, INC.
By: /s/ Glenn C. Andrews
------------------------------
Glenn C. Andrews
Executive Vice President
and Chief Financial Officer
Dated: January 24, 2000
