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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): November 20, 2007
ALKERMES, INC.
(Exact Name of Registrant as Specified in its Charter)
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PENNSYLVANIA
(State or Other Jurisdiction of Incorporation)
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1-14131
(Commission
File Number)
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23-2472830
(I.R.S. Employer
Identification No.) |
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88 Sidney Street |
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Cambridge, Massachusetts
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02139 |
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (617) 494-0171
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. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.01 Completion
of Acquisition or Disposition of Assets
Item 8.01 Other Events
On November 21, 2007, Alkermes announced that it will receive up to $174 million in cash from
GlaxoSmithKline (GSK) in connection with GSKs acquisition of Reliant Pharmaceuticals, Inc.
(Reliant), and that the Company plans to repurchase
shares of its common stock. For the sale of its ownership interest in
Reliant, Alkermes will
receive $166.3 million upon closing of the acquisition and up to an additional $7.7 million subject
to the terms and conditions of an escrow arrangement that will remain in effect for a 15-month
period following the closing of the transaction. The acquisition of Reliant by GSK is subject to
U.S. Federal Trade Commission approval and other conditions to
closing and is expected to conclude by the end of 2007.
Alkermes plans to repurchase up to $175 million of its common stock. The Company expects to
make repurchases at the discretion of management from time to time in the open market, depending on
market conditions, or through privately negotiated transactions. The stock repurchase will be
funded through a combination of the proceeds received from the Reliant investment and the Companys
current cash.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit |
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No. |
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Description |
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99.1 |
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Press release issued by Alkermes, Inc. dated November 21, 2007
announcing proceeds of up to $174 million from sale of Reliant
investment and plans to repurchase shares of its common stock. |
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.
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ALKERMES, INC.
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Date: November 21, 2007 |
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/s/ James M. Frates
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James M. Frates |
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Senior Vice President, Chief Financial Officer
and
Treasurer |
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