Form 8-K

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): April 14, 2006 (April 10, 2006)

 


Endo Pharmaceuticals Holdings Inc.

(Exact name of registrant as specified in its charter)

 


 

Delaware   001-15989   13-4022871

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

100 Endo Boulevard, Chadds Ford, PA   19317
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (610) 558-9800

Not Applicable

Former name or former address, if changed since last report

 


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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 1.01. Entry into or Amendment of Material Definitive Agreement

In July 1998, the Registrant’s operating subsidiary, Endo Pharmaceuticals Inc. (“EPI”), entered into a supply agreement (the “Mallinckrodt Bulk Supply Agreement”) with Mallinckrodt Inc. (“Mallinckrodt”) under which Mallinckrodt supplies to EPI certain bulk narcotics raw materials, which are the active pharmaceutical ingredients contained in many of EPI’s products. Effective July 1, 2000, the Mallinckrodt Bulk Supply Agreement was amended to add a certain active pharmaceutical ingredient, and on April 10, 2006, the Mallinckrodt Bulk Supply Agreement was amended again, effective on and as of July 1, 2006, to add several more active pharmaceutical ingredients. These amendments are filed herewith as Exhibits 10.16.1 and 10.16.2 and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

 

(a) Financial Statements of Business Acquired.

Not applicable.

 

(b) Pro Forma Financial Information.

Not applicable.

 

(c) Shell Company Transactions

Not applicable.

 

(d) Exhibits.

 

Exhibit
Number
  

Description

10.16.1    First Amendment, effective July 1, 2000, to the Supply Agreement for Bulk Narcotics Raw Materials, dated as of July 1, 1998, by and between Endo Pharmaceuticals and Mallinckrodt*
10.16.2    Second Amendment, dated April 10, 2006, to the Supply Agreement for Bulk Narcotics Raw Materials, dated as of July 1, 1998, by and between Endo Pharmaceuticals and Mallinckrodt*

 

* Confidential portions of this exhibit have been redacted and filed separately with the Commission pursuant to a confidential treatment request in accordance with Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

 


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.

 

ENDO PHARMACEUTICALS HOLDINGS INC.
                            (Registrant)
By:  

/s/ CAROLINE B. MANOGUE

Name:   Caroline B. Manogue
Title:  

Executive Vice President, Chief Legal Officer

& Secretary

Dated: April 14, 2006


INDEX TO EXHIBITS

 

Exhibit No.   

Description

10.16.1    First Amendment, effective July 1, 2000, to the Supply Agreement for Bulk Narcotics Raw Materials, dated as of July 1, 1998, by and between Endo Pharmaceuticals and Mallinckrodt*
10.16.2    Second Amendment, dated April 10, 2006, to the Supply Agreement for Bulk Narcotics Raw Materials, dated as of July 1, 1998, by and between Endo Pharmaceuticals and Mallinckrodt*

 

* Confidential portions of this exhibit have been redacted and filed separately with the Commission pursuant to a confidential treatment request in accordance with Rule 24b-2 of the Securities Exchange Act of 1934, as amended.