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) November 21, 2008
BARR PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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1-9860
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42-1612474 |
(State or other jurisdiction
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(Commission
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(IRS Employer |
of incorporation)
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File Number)
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Identification No.) |
225 Summit Avenue, Montvale, NJ, 07645
(Address of principal executive offices) (Zip code)
(201) 930-3300
(Registrants telephone number, including area code)
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))
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On November 21, 2008, the shareholders of Barr Pharmaceuticals, Inc. voted to adopt the
Agreement and Plan of Merger, dated July 17, 2008, by and among Barr Pharmaceuticals, Inc.
(Barr), Teva Pharmaceutical Industries Limited
(Teva) and a wholly owned subsidiary of Teva, Boron Acquisition Corp. as amended, under which Barr will merge with and into a wholly owned
subsidiary of Teva Pharmaceuticals USA (also a wholly owned
subsidiary of Teva). The merger is
expected to be completed in December, 2008, subject to the satisfaction or waiver of the conditions
set forth in the Agreement and Plan of Merger, including obtaining approval of the merger from U.S.
and E.U. anti-trust authorities. Under the terms of the merger agreement, holders of Barr common
stock will receive $39.90 in cash plus 0.6272 ordinary shares of Teva (in the form of American
Depositary Shares) for each share of Barr common stock issued and outstanding immediately before
the effective time of the merger.
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Item 9.01 |
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Financial Statement and Exhibits |
(d) Exhibits
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99.1 |
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Barr Pharmaceuticals, Inc. November 21, 2008 press release. |