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) February 12, 1998
KENDLE INTERNATIONAL INC.
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(Exact name of registrant as specified in its charter)
Ohio 000-23019 31-1274091
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
441 Vine Street, Suite 700, Cincinnati, Ohio 45202
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(Address of principal executive offices) Zip Code
Registrant's telephone number, including area code (513) 381-5550
(Former name or former address, if changed since last report.)
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Item 2. Acquisition or Disposition of Assets.
On February 12, 1998, the Registrant acquired all of the outstanding stock
of ACER/EXCEL Inc., headquartered in Cranford, New Jersey. ACER/EXCEL Inc. is a
full service contract research organization, offering Phase II-IV clinical trial
management, data collection, statistical analysis, and regulatory document
preparation. ACER/EXCEL Inc. employs approximately 140 experienced research
professionals in its Cranford, New Jersey; New London, Connecticut; and San
Diego, California offices. It also provides drug development services to the
Pacific Rim through a joint venture interest in a CRO headquartered in Beijing,
China and a limited partnership in Taiwan.
Under the agreement the Registrant acquired ACER/EXCEL Inc. for $30
million, consisting of $14.1 million from cash on hand and 987,574 shares of the
Registrant's Common Stock. The acquisition will be accounted for under the
purchase method of accounting.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) and (b) The Registrant will file the required financial
information no later than April 13, 1998.
(c) Exhibits
2.4 Stock Purchase Agreement among Kendle International Inc.,
Tzuo-Yan Lee, Jean C. Lee, Michael Minor, Conway Lee,
Steven Lee, Jean C. Lee as Trustee under Trust Dated March
8, 1991 fbo Jennifer Lee and Citicorp Trust-South Dakota
as Trustee u/a May 15, 1997 m/b Tzuo Yan Lee dated
February 11, 1998.
SIGNATURES
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.
KENDLE INTERNATIONAL INC.
Date: February 12, 1998 By: /s/Timothy M. Mooney
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Timothy M. Mooney
Vice President -
Chief Financial Officer