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
November 16, 1999
Date of Report (Date of earliest event reported)
WARNER-LAMBERT COMPANY
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-3608 22-1598912
(Commission File Number) (IRS Employer Identification No.)
201 Tabor Road, Morris Plains, New Jersey 07950-2693
(Address of principal executive offices) (Zip Code)
(973) 540-2895
(Registrant's telephone number, including area code)
Item 5. Other Events.
Pursuant to an understanding between Warner-Lambert Company
("Warner-Lambert") and Pfizer Inc. ("Pfizer") reached on November 15, 1999,
the companies have agreed to release the terms of the following agreements,
each of which is filed as an exhibit to this Form 8-K and each of which is
incorporated herein by reference: (1) Collaboration Agreement, effective as
of June 28, 1996, by and between Warner-Lambert and Pfizer, together with
the following amendments and related agreements: (a) First Amendment to
Collaboration Agreement, dated as of February 28, 1997, by and between
Warner-Lambert and Pfizer; (b) Letter Agreement, dated as of May 22, 1997,
by and between Warner-Lambert and Pfizer; (c) Letter Agreement, dated as of
May 14, 1998, by and between Warner-Lambert and Pfizer; (d) Second
Amendment to Collaboration Agreement, dated as of June 30, 1999, by and
between Warner-Lambert and Pfizer; and (e) Confidential Disclosure
Agreement, dated as of March 4, 1996, by and between Warner-Lambert and
Pfizer; (2) Option Agreement, effective as of June 28, 1996, by and between
Warner-Lambert and Pfizer; (3) International Collaboration Agreement,
effective as of June 28, 1996, by and between Warner-Lambert and Pfizer,
together with the following amendments: (a) Amendment, dated as of May 27,
1997, by and between Warner-Lambert Export Limited ("W-L Export") and
Pfizer Overseas, Inc. ("Pfizer Overseas") and (b) Amendment, dated as of
January 16, 1998, by and between W-L Export and Pfizer Overseas; (4)
International Co-Promotion Agreement, effective as of June 28, 1996, by and
between Warner-Lambert and Pfizer, together with the following amendments
and waivers: (a) Amendment and Waiver, dated as of December 4, 1997, by and
between W-L Export and Pfizer Overseas; (b) Amendment, dated as of January
16, 1998, by and between W-L Export and Pfizer Overseas; (c) Waiver and
Consent, dated as of May 13, 1998, by and between W-L Export and Pfizer
Overseas; and (d) Amendment, dated as of December 1, 1998, by and between
W-L Export and Pfizer Overseas; and (5) International License Agreement,
effective as of June 28, 1996, by and between Warner-Lambert and Pfizer,
together with the following amendments: (a) Amendment, dated as of May 27,
1997, by and between W-L Export and Pfizer Overseas; (b) Amendment, dated
as of April 22, 1998, by and between W-L Export and Pfizer Overseas; and
(c) Amendment and Waiver, dated as of December 1, 1998, by and between W-L
Export and Pfizer Overseas.
Item 7. Financial Statements and Exhibits.
(c) The following exhibits are filed with this report:
(99.1) Collaboration Agreement, effective as of June 28, 1996,
by and between Warner-Lambert Company and Pfizer Inc.
(99.1.1) First Amendment to Collaboration Agreement, dated as of
February 28, 1997, by and between Warner-Lambert Company and
Pfizer Inc.
(99.1.2) Letter Agreement, dated as of May 22, 1997, by and between
Warner-Lambert Company and Pfizer Inc.
(99.1.3) Letter Agreement, dated as of May 14, 1998, by and between
Warner-Lambert Company and Pfizer Inc.
(99.1.4) Second Amendment to Collaboration Agreement, dated as of
June 30, 1999, by and between Warner-Lambert Company and
Pfizer Inc.
(99.1.5) Confidential Disclosure Agreement, dated as of March 4,
1996, by and between Warner-Lambert Company and Pfizer Inc.
(99.2) Option Agreement, effective as of June 28, 1996, by and
between Warner-Lambert Company and Pfizer Inc.
(99.3) International Collaboration Agreement, effective as of
June 28, 1996, by and between Warner-Lambert Company
and Pfizer Inc.
(99.3.1) Amendment, dated as of May 27, 1997, by and between
Warner-Lambert Export Limited and Pfizer Overseas, Inc.
(99.3.2) Amendment, dated as of January 16, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas, Inc.
(99.4) International Co-Promotion Agreement, effective as of
June 28, 1996, by and between Warner-Lambert Company
and Pfizer Inc.
(99.4.1) Amendment and Waiver, dated as of December 4, 1997, by and
between Warner-Lambert Export Limited and Pfizer Overseas
Inc.
(99.4.2) Amendment, dated as of January 16, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.4.3) Waiver and Consent, dated as of May 13, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.4.4) Amendment, dated as of December 1, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.5) International License Agreement, effective as of June
28, 1996, by and between Warner-Lambert Company and
Pfizer Inc.
(99.5.1) Amendment, dated as of May 27, 1997, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.5.2) Amendment, dated as of April 22, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.5.3) Amendment and Waiver, dated as of December 1, 1998, by and
between Warner-Lambert Export Limited and Pfizer Overseas
Inc.
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.
WARNER-LAMBERT COMPANY
By: /s/ Rae G. Paltiel
---------------------------------
Name: Rae G. Paltiel
Title: Secretary
Dated: November 16, 1999
EXHIBIT INDEX
(99.1) Collaboration Agreement, effective as of June 28, 1996,
by and between Warner-Lambert Company and Pfizer Inc.
(99.1.1) First Amendment to Collaboration Agreement, dated as of
February 28, 1997, by and between Warner-Lambert Company and
Pfizer Inc.
(99.1.2) Letter Agreement, dated as of May 22, 1997, by and between
Warner-Lambert Company and Pfizer Inc.
(99.1.3) Letter Agreement, dated as of May 14, 1998, by and between
Warner-Lambert Company and Pfizer Inc.
(99.1.4) Second Amendment to Collaboration Agreement, dated as of
June 30, 1999, by and between Warner-Lambert Company and
Pfizer Inc.
(99.1.5) Confidential Disclosure Agreement, dated as of March 4,
1996, by and between Warner-Lambert Company and Pfizer Inc.
(99.2) Option Agreement, effective as of June 28, 1996, by and
between Warner-Lambert Company and Pfizer Inc.
(99.3) International Collaboration Agreement, effective as of
June 28, 1996, by and between Warner-Lambert Company
and Pfizer Inc.
(99.3.1) Amendment, dated as of May 27, 1997, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.3.2) Amendment, dated as of January 16, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.4) International Co-Promotion Agreement, effective as of
June 28, 1996, by and between Warner-Lambert Company
and Pfizer Inc.
(99.4.1) Amendment and Waiver, dated as of December 4, 1997, by
and between Warner-Lambert Export Limited and Pfizer
Overseas Inc.
(99.4.2) Amendment, dated as of January 16, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.4.3) Waiver and Consent, dated as of May 13, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.4.4) Amendment, dated as of December 1, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.5) International License Agreement, effective as of June
28, 1996, by and between Warner-Lambert Company and
Pfizer Inc.
(99.5.1) Amendment, dated as of May 27, 1997, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.5.2) Amendment, dated as of April 22, 1998, by and between
Warner-Lambert Export Limited and Pfizer Overseas Inc.
(99.5.3) Amendment and Waiver, dated as of December 1, 1998, by and
between Warner-Lambert Export Limited and Pfizer Overseas
Inc.