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
| | | |
| October 31, 2005 |
| Date of Report (Date of earliest event reported) |
| |
| | | |
| OSI PHARMACEUTICALS, INC. |
| (Exact name of registrant as specified in its charter) |
| |
| | | | | |
| Delaware | | 0-15190 | | 13-3159796 |
(State or other jurisdiction of
incorporation) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
| |
| | | |
| 58 South Service Road |
| Melville, NY 11747 |
| (Address of principal executive offices) |
| |
| | | |
| (631) 962-2000 |
| (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:
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))
TABLE OF CONTENTS
ITEM 2.02 Results of Operations and Financial Condition
On October 31, 2005, OSI Pharmaceuticals, Inc. (“OSI”) issued a press release regarding its financial results for the quarter ended September 30, 2005. OSI’s press release is attached as Exhibit 99.1 to this Current Report on Form 8-K (the “Form 8-K”) and is incorporated herein by reference.
The information under this item and Exhibit 99.1 attached hereto is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except if OSI specifically states that the information and the Exhibit is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act or the Exchange Act.
ITEM 8.01 Other Events
On Novemebr 1, 2005, OSI held a webcast conference call regarding its financial results for the quarter ended September 30, 2005 as well as an update on OSI’s business. A textual representation of certain portions of the conference call is attached as Exhibit 99.2 to this Form 8-K and is incorporated herein by reference.
ITEM 9.01 EXHIBITS
| | | |
| Exhibit No. | | Description |
| |
| 99.1 | | Press release, dated October 31, 2005 |
| 99.2 | | Textual representation of certain portions of the webcast conference call held on November 1, 2005. |
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.
| | | | | |
| Date: November 3, 2005 | OSI PHARMACEUTICALS, INC.
| |
| | By: | /s/ MICHAEL G. ATIEH | |
| | | Michael G. Atieh | |
| | | Executive Vice President and
Chief Financial Officer | |
EXHIBIT INDEX
| | | |
| Exhibit No. | | Description |
| |
| 99.1 | | Press release, dated October 31, 2005 |
| 99.2 | | Textual representation of certain portions of the webcast conference call held on November 1, 2005. |
