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): January 9, 2006 (January 6, 2006)
Endo Pharmaceuticals Holdings Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-15989
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13-4022871 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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| 100 Endo Boulevard, Chadds Ford, PA
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19317 |
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| (Address of principal executive offices)
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(Zip Code) |
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| Registrant’s
telephone number, including area code
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(610) 558-9800 |
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
On January 6, 2006, the Registrant announced the appointment of John J. Delucca to its Board of
Directors. An independent, outside director, Delucca also will be a member of Endo’s audit
committee. Mr. Delucca replaces Frank J. Loverro, a partner of Kelso & Company, who had been a
member of the Board since July 2000 and who resigned effective January 6, 2006. Mr. Loverro was
also a member of the compensation and nominating committees of the Board of Directors. A copy of
the press release is filed herewith as Exhibit 99.1 and is 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) Exhibits.
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Exhibit Number
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Description |
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99.1
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Press Release of Endo Pharmaceuticals Holdings Inc. dated January 6, 2006. |
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.
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ENDO PHARMACEUTICALS HOLDINGS INC.
(Registrant)
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By: |
/s/
CAROLINE B. MANOGUE
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Name: |
Caroline B. Manogue |
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Title: |
Executive Vice President, Chief Legal Officer &
Secretary |
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Dated: January 9, 2006
INDEX TO EXHIBITS
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Exhibit No.
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Description |
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99.1
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Press Release of Endo Pharmaceuticals Holdings Inc. dated January 6, 2006. |