Allergan, Inc.
Table of Contents

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
September 18, 2007
Date of Report (Date of Earliest Event Reported)
ALLERGAN, INC.
(Exact Name of Registrant as Specified in its Charter)
         
Delaware
(State of Incorporation)
  1-10269
(Commission File Number)
  95-1622442
(IRS Employer
Identification Number)
         
 
   
2525 Dupont Drive
Irvine, California 92612
(Address of Principal Executive Offices) (Zip Code)
(714) 246-4500
(Registrant’s Telephone Number, Including Area Code)
N/A
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


TABLE OF CONTENTS

Item 1.01. Entry into a Material Definitive Agreement
Item 9.01. Financial Statements and Exhibits
SIGNATURES
Exhibit Index
EXHIBIT 2.1


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Item 1.01. Entry into a Material Definitive Agreement.
     On September 19, 2007, Allergan, Inc., a Delaware corporation (“Allergan”), filed a Current Report on Form 8-K (the “Original 8-K”) with the Securities and Exchange Commission announcing the execution of an Agreement and Plan of Merger, dated as of September 18, 2007 (the “Merger Agreement”), by and among Allergan, Esmeralde Acquisition, Inc., a Delaware corporation and wholly-owned subsidiary of Allergan, Esprit Pharma Holding Company, Inc., a Delaware corporation, and the Escrow Participants’ Representative (as defined in the Merger Agreement). The purpose of this amendment to the Original 8-K is to provide the Merger Agreement as Exhibit 2.1. No other change is being made to the Original 8-K.
     The description of the Merger Agreement in the Original 8-K and above is qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which is attached hereto as Exhibit 2.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d)   Exhibits.
2.1   Agreement and Plan of Merger, dated as of September 18, 2007, by and among Allergan, Inc., Esmeralde Acquisition, Inc., Esprit Pharma Holding Company, Inc. and the Escrow Participants’ Representative

 


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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.
             
    ALLERGAN, INC.    
 
           
Date: September 24, 2007
  By:
Name:
  /s/ Matthew J. Maletta
 
Matthew J. Maletta
   
 
  Title:   Vice President,
Assistant General Counsel and Assistant Secretary
   

 


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Exhibit Index
2.1   Agreement and Plan of Merger, dated as of September 18, 2007, by and among Allergan, Inc., Esmeralde Acquisition, Inc., Esprit Pharma Holding Company, Inc. and the Escrow Participants’ Representative