-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ri+c6cLhJs6fV35NLmvxVTSbiCZ9sbDy5hLnnc8yThz7jFanqOaL/t5vYmAMdm9A M0ivnQyF8O5gt6+C1zP02g== 0001193125-10-001303.txt : 20100105 0001193125-10-001303.hdr.sgml : 20100105 20100105170125 ACCESSION NUMBER: 0001193125-10-001303 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091231 ITEM INFORMATION: Other Events FILED AS OF DATE: 20100105 DATE AS OF CHANGE: 20100105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Warner Chilcott plc CENTRAL INDEX KEY: 0001323854 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 980496358 STATE OF INCORPORATION: L2 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53772 FILM NUMBER: 10507871 BUSINESS ADDRESS: STREET 1: UNIT 19 ARDEE BUSINESS PARK STREET 2: HALE STREET CITY: ARDEE, CO. LOUTH, IRELAND STATE: L2 ZIP: 00000 BUSINESS PHONE: 353 41 685 6983 MAIL ADDRESS: STREET 1: UNIT 19 ARDEE BUSINESS PARK STREET 2: HALE STREET CITY: ARDEE, CO. LOUTH, IRELAND STATE: L2 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: Warner Chilcott Ltd DATE OF NAME CHANGE: 20060914 FORMER COMPANY: FORMER CONFORMED NAME: Warner Chilcott Holdings Co Ltd DATE OF NAME CHANGE: 20050414 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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: January 5, 2010

Date of earliest event reported: December 31, 2009

Warner Chilcott Public Limited Company

(Exact name of registrant as specified in its charter)

 

 

 

Ireland   0-53772   98-0626948

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

Unit 19 Ardee Business Park

Hale Street

Ardee, Co. Louth, Ireland

(Address of principal executive offices, including zip code)

+353 41 685 6983

(Registrant’s telephone number, including area code)

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 8.01 Other Events

As previously disclosed, on September 23, 2009, Warner Chilcott plc (the “Company”) and LEO Pharma A/S (“LEO”) entered into a definitive asset purchase agreement pursuant to which LEO paid the Company $1.0 billion in cash in order to terminate the Company’s exclusive license to distribute DOVONEX and TACLONEX products (including all products in LEO’s development pipeline) in the United States and to acquire certain assets related to the Company’s distribution of these products in the United States (the “LEO Transaction”). On the same date, and in connection with the LEO Transaction, the Company and LEO also entered into a distribution agreement (the “Distribution Agreement”) pursuant to which the Company agreed to distribute DOVONEX and TACLONEX on behalf of LEO, for a distribution fee, and to purchase inventories of DOVONEX and TACLONEX from LEO. On December 31, 2009, the parties entered into an amendment to the Distribution Agreement pursuant to which the Company agreed to extend the termination date under the Distribution Agreement from December 31, 2009 until September 23, 2010 (unless earlier terminated by the Company upon 30 days prior written notice). As a result, until the Distribution Agreement is terminated, the Company will continue to distribute DOVONEX and TACLONEX on behalf of LEO for a distribution fee and may purchase inventories of DOVONEX and TACLONEX from LEO. The Company will continue to record revenue and cost of sales related to the LEO products until the Distribution Agreement is terminated. In addition, a portion of the $68.9 million gain relating to certain inventories as of September 23, 2009 resulting from the LEO Transaction, will be recognized as part of pre-tax income in 2010.

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.

 

WARNER CHILCOTT PUBLIC LIMITED COMPANY
By:   /S/    PAUL HERENDEEN        

Name:

   Paul Herendeen

Title:

  

Executive Vice President and

Chief Financial Officer

Date: January 5, 2010

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