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FRX > SEC Filings for FRX > Form 8-K on 13-Jun-2014All Recent SEC Filings

Show all filings for FOREST LABORATORIES INC

Form 8-K for FOREST LABORATORIES INC


13-Jun-2014

Entry into a Material Definitive Agreement, Other Events, Financial State


Item 1.01. Entry into a Material Definitive Agreement.

On June 12, 2014, Forest Laboratories, Inc. ("Forest" or the "Company"), a Delaware corporation, entered into a waiver and amendment (the "Amendment") to its registration rights agreements dated as of (i) December 10, 2013 (the "2013 Registration Rights Agreement") providing for registration rights with respect to its $1,200,000,000 in aggregate principal amount of outstanding 5.00% Senior Notes due 2021 (the "5.00% Notes") and (ii) January 31, 2014 (the "2014 Registration Rights Agreement" and, together with the 2013 Registration Rights Agreement, the "Registration Rights Agreements") providing for registration rights with respect to (A) its $1,050,000,000 in aggregate principal amount of outstanding 4.375% Senior Notes due 2019 (the "4.375% Notes") and (B) its $750,000,000 in aggregate principal amount of outstanding 4.875% Senior Notes due 2021 (the "4.875% Notes" and, together with the 5.00% Notes and the 4.375% Notes, the "Notes"). The Amendment eliminates the registration rights obligations with respect to the Notes upon the provision by Actavis plc of a guarantee of each of the Notes.

On June 12, 2014, the Company entered into a supplemental indenture (the "5.00% Supplemental Indenture") to its indenture dated as of December 10, 2013 for the issuance of its 5.00% Notes, among the Company and Wells Fargo Bank, National Association, as trustee.

On June 12, 2014, the Company entered into a supplemental indenture (the "4.375% Supplemental Indenture") to its indenture dated as of January 31, 2014 for the issuance of its 4.375% Notes, among the Company and Wells Fargo Bank, National Association, as trustee.

On June 12, 2014, the Company entered into a supplemental indenture (the "4.875% Supplemental Indenture" and, together with the 5.00% Supplemental Indenture and the 4.375% Supplemental Indenture, the "Supplemental Indentures") to its indenture dated as of January 31, 2014 for the issuance of its 4.875% Notes, among the Company and Wells Fargo Bank, National Association, as trustee.

Each of the Supplemental Indentures removes respective references to the Registration Rights Agreements and removes the respective ability of each of the Notes to accrue Additional Interest pursuant to the Registration Rights Agreement.



Item 8.01. Other Events.

On June 12, 2014, Forest issued a press release announcing that the requisite holders of its Notes had consented to the elimination of registration rights obligations with respect to the Notes in exchange for the provision by Actavis plc of a guarantee of the Notes. A copy of the press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference herein.




Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit
Number                                    Description

  4.1        First Supplemental Indenture, dated as of June 12, 2014, to the
             Indenture dated as of December 10, 2013, between Forest Laboratories,
             Inc., as issuer, and Wells Fargo Bank, National Association, as
             trustee

  4.2        First Supplemental Indenture, dated as of June 12, 2014, to the
             Indenture dated as of January 31, 2014, between Forest Laboratories,
             Inc., as issuer, and Wells Fargo Bank, National Association, as
             trustee

  4.3        First Supplemental Indenture, dated as of June 12, 2014, to the
             Indenture dated as of January 31, 2014, between Forest Laboratories,
             Inc., as issuer, and Wells Fargo Bank, National Association, as
             trustee

 10.1        Waiver and Amendment, dated as of June 12, 2014, to the Registration
             Rights Agreements dated as of December 10, 2013 and January 31, 2014,
             between Forest Laboratories, Inc., as issuer, and Wells Fargo Bank,
             National Association, as trustee

 99.1        Press Release of Forest Laboratories, Inc. entitled "Forest
             Laboratories, Inc. Announces Receipt of Requisite Consents and
             Expiration of Consent Solicitations for Certain of its Senior Notes"
             dated June 12, 2014


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