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
August
17, 2009
Date of Report (Date of earliest event reported)
WATSON PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
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| Nevada
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001-13305
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95-3872914 |
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(Commission File Number)
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(IRS Employer |
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Identification Number) |
311 Bonnie Circle
Corona, California, 92880
(Address of principal executive offices) (Zip Code)
(951) 493-5300
(Registrant’s telephone number, including area code)
N/A
(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:
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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)) |
Item 8.01 Other Events.
As previously announced, Watson Pharmaceuticals, Inc., a Nevada corporation (the “Company”),
Robin Hood Holdings Limited, a Malta limited liability company (“Robin Hood”), the shareholders of
Robin Hood (together, the “Sellers”) and Anthony Selwyn Tabatznik, solely in his capacity as the
Shareholders’ Representative therein, entered into a definitive Share Purchase Agreement, dated as
of June 16, 2009 (the “Share Purchase Agreement”). Pursuant to the Share Purchase Agreement, a
wholly-owned subsidiary of Watson will acquire all of the outstanding equity of Robin Hood (the
“Share Purchase”) from the Sellers and thereby acquire the privately held Arrow Group, a group of
global pharmaceutical companies. The Share Purchase remains subject to the satisfaction or waiver
of the conditions to closing set forth in the Share Purchase Agreement.
In
this Current Report on Form 8-K, the Company is incorporating by
reference certain historical and pro forma
financial information relating to the Share Purchase.
Item 9.01 Financial Statements and Exhibits
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Financial Statements of Robin Hood Holdings Limited |
The consolidated financial statements of Robin Hood Holdings Limited and subsidiaries as
of December 31, 2008 and 2007, and for each of the years in the two-year period ended
December 31, 2008 are incorporated by reference in
Exhibit 99.1 hereto and herein.
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Pro Forma Financial Statements |
The
unaudited pro forma condensed combined balance sheet of Watson Pharmaceuticals, Inc., as of
June 30, 2009, and the unaudited pro forma combined statements of operations of Watson
Pharmaceuticals, Inc., for the six months ended June 30, 2009 and the year ended December
31, 2008 are incorporated by reference in Exhibit 99.2 hereto
and herein.
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Consent of KPMG |
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| 99.1 |
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Robin Hood Holdings Limited — Audited Consolidated Financial
Statements (incorporated by reference to Exhibit 99.1 to the
Company’s Registration Statement on Form S-3 (File No.
333-161404), filed on August 17, 2009). |
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| 99.2 |
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Watson Pharmaceuticals, Inc. — Unaudited Pro Forma
Combined Financial Information (incorporated by reference to
Exhibit 99.2 to the Company’s Registration Statement on Form
S-3 (File No. 333-161404), filed on August
17, 2009). |