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
January 2, 2008
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.) |
41 Pinelawn 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 8.01. Other Events.
On January 2, 2008, OSI Pharmaceuticals, Inc., a Delaware corporation (“OSI”), issued a press release announcing that it intends to commence an offering, subject to market and other conditions, of $150 million principal amount (plus up to an additional $22.5 million to cover overallotments) of Convertible Senior Subordinated Notes due 2038 to be offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
On January 4, 2008, OSI announced the pricing of $175 million principal amount (plus up to an additional $25 million to cover overallotments) of Convertible Senior Subordinated Notes due 2038. A copy of this press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
| | | |
| Exhibit No. | | Description |
| 99.1 | | Press release, dated January 2, 2008 |
| 99.2 | | Press release, dated January 4, 2008 |
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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: January 7, 2008 | OSI PHARMACEUTICALS, INC.
| |
| | By: | /s/ Barbara A. Wood | |
| | | Barbara A. Wood | |
| | | Senior Vice President, General Counsel and Secretary | |
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EXHIBIT INDEX
| | | |
| Exhibit No. | | Description |
| 99.1 | | Press release, dated January 2, 2008 |
| 99.2 | | Press release, dated January 4, 2008 |
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