As filed with the Securities and Exchange Commission on May 4, 2004.
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
May 4, 2004 (May 3, 2004)
MEDAREX, INC.
(Exact name of registrant as specified in its charter)
|
New Jersey |
|
0-19312 |
|
22-2822175 |
|
(State
of other jurisdiction |
|
(Commission |
|
(IRS
Employer |
707 State Road, Princeton, N.J. 08540-1437
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (609) 430-2880
Not Applicable
(Former name or former address, if changed since last report)
MEDAREX, INC.
TABLE OF CONTENTS
FOR
CURRENT REPORT ON FORM 8-K
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
|
2
On May 3, 2004, Medarex, Inc. (the “Company”) completed its sale to certain initial purchasers of $150 million aggregate principal amount of its 2.25% Convertible Senior Notes due May 15, 2011. For additional information concerning this offering, refer to the exhibits to this Current Report on Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits. The following materials are filed as exhibits to this Current Report on Form 8-K:
|
Exhibit |
|
|
|
|
|
|
|
4.1 |
|
Purchase Agreement, dated as of April 27, 2004, by and among the Company, Goldman, Sachs & Co. and J.P. Morgan Securities Inc. |
|
|
|
|
|
4.2 |
|
Registration Rights Agreement, dated as of May 3, 2004 by and among the Company, Goldman, Sachs & Co. and J.P. Morgan Securities, Inc. |
|
|
|
|
|
4.3 |
|
Indenture, dated as of May 3, 2004, between the Company and Wilmington Trust Company, as trustee. |
3
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.
|
|
MEDAREX, INC. |
||
|
|
Registrant |
||
|
|
|
||
|
|
|
||
|
Date: May 4, 2004 |
By: |
/s/ W. Bradford Middlekauff |
|
|
|
W. Bradford Middlekauff |
||
|
|
Senior Vice President,
General Counsel |
||
4
EXHIBIT INDEX
|
Exhibit Number |
|
Description |
|
|
|
|
|
4.1 |
|
Purchase Agreement, dated as of April 27, 2004, by and among the Company, Goldman, Sachs & Co. and J.P. Morgan Securities Inc. |
|
|
|
|
|
4.2 |
|
Registration Rights Agreement, dated as of May 3, 2004 by and among the Company, Goldman, Sachs & Co. and J.P. Morgan Securities, Inc. |
|
|
|
|
|
4.3 |
|
Indenture, dated as of May 3, 2004, between the Company and Wilmington Trust Company, as trustee. |
5