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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
AMENDMENT NO. 1
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COPLEY PHARMACEUTICAL, INC.
(Name of Subject Company)
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
TEVA PHARMACEUTICALS USA, INC.
CARIBOU MERGER CORPORATION
(Bidders)
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COMMON STOCK, PAR VALUE $0.01 PER SHARE
(Title of Class of Securities)
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21745K101
(CUSIP Number of Class of Securities)
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WILLIAM FLETCHER
TEVA PHARMACEUTICALS USA, INC.
650 CATHILL ROAD
SELLERSVILLE, PENNSYLVANIA 18960
(215) 256-8400
(Name, Address and Telephone Number of Person
authorized to Receive Notices and Communications
on Behalf of the Bidder)
WITH A COPY TO:
PETER H. JAKES, ESQ.
WILLKIE FARR & GALLAGHER
787 SEVENTH AVENUE
NEW YORK, NEW YORK 10019-6099
TELEPHONE: (212) 728-8000
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This Amendment No. 1 amends and supplements the Tender Offer Statement on
Schedule 14D-1 (as amended, the "Statement") filed with the Securities and
Exchange Commission on August 16, 1999 by Caribou Merger Corporation, a Delaware
corporation ("Purchaser"), relating to the purchase of all of the outstanding
shares of common stock, par value $.01 per share (the "Common Stock"), of Copley
Pharmaceutical, Inc., a Delaware corporation (the "Company"), at $11.00 per
share, net to the seller in cash, without interest, upon the terms and subject
to the conditions set forth in the Offer to Purchase dated August 16, 1999 (the
"Offer to Purchase"), a copy of which is attached to the Statement as Exhibit
(a)(1), and in the related Letter of Transmittal, a copy of which is attached to
the Statement as Exhibit (a)(2) (which, as amended or supplemented from time to
time, together constitute the "Offer"). Purchaser is a wholly owned subsidiary
of Teva Pharmaceuticals USA, Inc., a Delaware corporation ("Teva USA"), and was
formed solely to effect the Offer and the transactions contemplated thereby.
Teva USA is an indirect wholly owned subsidiary of Teva Pharmaceutical
Industries Limited, a corporation organized under the laws of Israel ("Teva").
Unless otherwise indicated herein, each capitalized term used but not
defined herein shall have the meaning assigned to such term in the Offer to
Purchase.
ITEM 10. ADDITIONAL INFORMATION.
The information set forth in Item 10(c) is hereby amended and supplemented
by the following:
Early termination of the waiting period under the HSR Act with respect to
the Offer and the Merger was granted effective as of August 25, 1999.
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SIGNATURE
After due inquiry and to the best of its knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated: August 26, 1999
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
By: /s/ Dan S. Suesskind
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Name: Dan S. Suesskind
Title: Chief Financial Officer
TEVA PHARMACEUTICALS USA, INC.
By: /s/ Peter R. Terreri
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Name: Peter R. Terreri
Title: Senior Vice President, Financing &
Manufacturing
CARIBOU MERGER CORPORATION
By: /s/ Peter R. Terreri
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Name: Peter R. Terreri
Title: Vice President
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