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): July 30, 2010 (July 30, 2010)
MYLAN INC.
(Exact Name of Registrant as Specified in Charter)
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Pennsylvania
(State or Other Jurisdiction
of Incorporation)
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1-9114
(Commission
File Number)
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25-1211621
(I.R.S. Employer
Identification No.) |
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1500 Corporate Drive
Canonsburg, PA
(Address of Principal Executive Offices)
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15317
(Zip Code) |
Registrant’s telephone number, including area code: (724) 514-1800
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o 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 1.01 Entry into a Material Definitive Agreement.
On July 30, 2010, Mylan Inc. (the “Company”) and the guarantors named therein entered into a
Purchase Agreement (the “Purchase Agreement”) with Goldman, Sachs & Co., as initial purchaser,
relating to the sale by the Company of $300 million aggregate principal amount of the Company’s
7.875% Senior Notes due 2020 (the “Notes”) at an issue
price of 105.5%, or an effective yield to
maturity of 7.087%.
The Notes will be issued in a private offering that is exempt from the registration
requirements of the Securities Act of 1933 (the “Securities Act”) to qualified institutional buyers
in accordance with Rule 144A and to persons outside of the U.S. pursuant to Regulation S under the
Securities Act. The Notes will be the Company’s senior unsecured obligations and will be guaranteed
on a senior unsecured basis by certain of the Company’s domestic subsidiaries. Subject to customary
closing conditions, the sale of the Notes is expected to close on or about August 13, 2010.
The Purchase Agreement contains customary representations, warranties and agreements by the
Company and the guarantors. In addition, the Company and the guarantors have agreed to indemnify
the initial purchaser against certain liabilities, including liabilities under the Securities Act,
or to contribute to payments the initial purchaser may be required to make in respect of those
liabilities. Furthermore, the Company and the guarantors have agreed with the initial purchaser not
to offer or sell any substantially similar debt securities for a period of 90 days after the
closing date without the prior written consent of the initial purchaser.
The Company intends to use the net proceeds of this offering to finance a portion of the $550
million purchase price for the previously-announced acquisition of all of the equity of Bioniche
Pharma Holdings Limited, a privately held, global injectable
pharmaceutical company. The closing of this offering will not be conditioned on consummation of the
Bioniche Pharma acquisition. If the Bioniche Pharma acquisition is not consummated, the Company
intends to use the net proceeds from the offering for general corporate purposes, which may include
repayment of indebtedness or business development opportunities.
Item 8.01. Other Events.
On July 30, 2010, the Company issued a press release announcing the pricing of the Notes. A
copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Description |
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99.1
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Press release of Mylan Inc., dated July 30, 2010. |