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 10,
2010
PDL
BioPharma, Inc.
(Exact
name of Company as specified in its charter)
000-19756
(Commission
File Number)
Delaware
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94-3023969
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(State
or Other Jurisdiction of
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(I.R.S.
Employer Identification No.)
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Incorporation)
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932
Southwood Boulevard
Incline
Village, Nevada 89451
(Address
of principal executive offices, with zip code)
(775)
832-8500
(Company’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the Company 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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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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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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¨
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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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Item
2.02 Results of Operations and Financial Condition.
On
November 10, 2010, PDL BioPharma, Inc. (the “Company”) issued a press release
announcing the financial results for the third quarter and nine months ended
September 30, 2010. A copy of this earnings release is attached as Exhibit 99.1
hereto. The Company will host an earnings call and webcast on
November 10, 2010 during which the Company will discuss its financial results
for the third quarter and nine months ended September 30, 2010.
Item
7.01 Regulation FD Disclosure.
On
November 10, 2010, the Company distributed to analysts covering or interested in
covering the Company’s securities a summary of certain information regarding the
Company’s licensed products, earnings, dividend payments, debt exchange and
ongoing litigation (the “Information Sheet”) to assist those analysts in valuing
the Company’s securities. A copy of the Information Sheet is attached hereto as
Exhibit 99.2.
Limitation
of Incorporation by Reference
In
accordance with General Instruction B.2. of Form 8-K, the information in this
report, including the exhibits, is furnished pursuant to Items 2.02 and 7.01 and
shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that section.
Cautionary
Statements
This
filing includes “forward-looking statements” within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. Although we believe that the expectations
reflected in the forward-looking statements are reasonable, we can give no
assurance that such expectations will prove to be correct. Important factors
that could impair the Company’s royalty assets or business are disclosed in the
“Risk Factors” contained in the Company’s 2009 Annual Report on Form 10-K and
other periodic reports filed with the Securities and Exchange Commission. All
forward-looking statements are expressly qualified in their entirety by such
factors. We do not undertake any duty to update any forward-looking statement
except as required by law.
Item
9.01 Financial Statements and Exhibits.
Exhibit
No.
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Description
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99.1
99.2
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Press
Release, dated November 10, 2010
Information
Sheet, dated November 10, 2010
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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PDL
BIOPHARMA, INC. |
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(Company) |
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By:
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/s/
Christine R. Larson |
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Christine
R. Larson |
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Vice
President and Chief Financial Officer |
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Dated: November
10, 2010
EXHIBIT
INDEX
Exhibit
No.
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Description
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99.1
99.2
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Press
Release, dated November 10, 2010
Information
Sheet, dated November 10, 2010
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