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
Date of Report (Date of earliest event reported)
November 11, 2010
WATSON PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Its Charter)
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| Nevada
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001-13305
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95-3872914 |
| (State or Other Jurisdiction
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(Commission File Number)
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(IRS Employer |
| of Incorporation)
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Identification No.) |
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| 311 Bonnie Circle |
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| Corona, California
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92880 |
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(Zip Code) |
Registrant’s telephone number, including area code: (951) 493-5300
(Former name or former address, if changed since last report): Not applicable.
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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TABLE OF CONTENTS
Item 8.01. Other Events.
On November 11, 2010, Watson Pharmaceuticals, Inc. (the “Company”) entered into an
underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC (the “Underwriter”) and Quiver
Inc., a British Virgin Islands limited liability company and a stockholder of the Company (the
“Selling Stockholder”), pursuant to which the Selling Stockholder agreed to sell to the Underwriter
10,537,755 shares of common stock, par value $0.0033 per share of the Company at a price of $49.58
per share. A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is
incorporated herein by reference. The offering closed on November 17, 2010. The Company will not
receive any of the proceeds from this offering.
The offering was registered under an effective Registration Statement on Form S-3
(Registration No. 333-161404) and a related prospectus supplement, each filed with the Securities
and Exchange Commission. The descriptions of the Underwriting Agreement in this report is a
summary and is qualified in its entirety by the terms of the Underwriting Agreement.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit No. |
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Description |
1.1
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Underwriting Agreement by and among the Company, Quiver Inc. and J.P. Morgan Securities LLC,
dated November 11, 2010. |
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5.1
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Opinion of Greenberg Traurig, LLP, dated November 17, 2010. |
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23.1
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Consent of Greenberg Traurig, LLP (included in Exhibit 5.1) |