Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - CEPHALON INC | a11-8772_2ex99d1.htm |
UNITED STATES
SECURITIES AND 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): March 30, 2011 (March 29, 2011)
Cephalon, Inc.
(Exact name of Registrant as specified in its charter)
|
Delaware |
|
0-19119 |
|
23-2484489 |
|
(State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
|
41 Moores Road Frazer, Pennsylvania |
|
19355 |
|
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code: (610) 344-0200
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
On March 29, 2011, Cephalon, Inc. (the “Company”) issued a press release confirming that it received an unsolicited proposal from Valeant Pharmaceuticals International, Inc. to acquire the Company for $73.00 per share.
The Company hereby incorporates by reference the press release dated March 29, 2011, attached hereto as Exhibit 99.1, and made a part of this Item 8.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
|
Exhibit No. |
|
Description of Exhibit |
|
|
|
|
|
99.1 |
|
Press Release of Cephalon, Inc. dated March 29, 2011 |
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.
|
|
CEPHALON, INC. | |
|
|
|
|
|
|
|
|
|
Date: March 30, 2011 |
By: |
/s/ Gerald J. Pappert |
|
|
|
Gerald J. Pappert |
|
|
|
Executive Vice President, General Counsel and Secretary |