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): October 6, 2005
ALKERMES, INC.
(Exact Name of Registrant as Specified in its Charter)
|
|
|
|
|
PENNSYLVANIA
|
|
1-14131
|
|
23-2472830 |
(State or Other Jurisdiction of
Incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.) |
|
|
|
88 Sidney Street |
|
|
Cambridge, Massachusetts
|
|
02139 |
(Address of principal executive offices)
|
|
(Zip Code) |
Registrants telephone number, including area code: (617) 494-0171
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 (see General
Instruction A.2. below):
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 7.01 Regulation FD Disclosure
A federal magistrate judge of the United States District Court for the District of
Massachusetts has issued a report and recommendation for dismissal, in its entirety, of purported
securities class action litigation pending before the Court against Alkermes and certain of its
current and former officers and directors.
Last year, Alkermes and the individual defendants filed a motion seeking dismissal of the
litigation on numerous legal grounds, and the Court referred that motion to a magistrate judge for
issuance of a report and recommendation as to disposition of the motion to dismiss. The magistrate
judges report and recommendation is subject to review and approval by the Court. If they choose
to do so, the plaintiffs have the right to file with the Court an objection to the report and
recommendation and to argue why the judges recommendation should not be approved. The suit
alleged purported misstatements by Alkermes regarding a new drug application filed with the U.S.
Food and Drug Administration (FDA) for approval of RISPERDAL CONSTA®, which the FDA
approved in 2003.
Alkermes, Inc. is a pharmaceutical company that develops products based on sophisticated drug
delivery technologies to enhance therapeutic outcomes in major diseases. The Companys lead
commercial product, RISPERDAL CONSTA® [(risperidone) long-acting injection], is the
first and only long-acting atypical antipsychotic medication approved for use in schizophrenia, and
is marketed worldwide by Janssen-Cilag (Janssen), a wholly owned subsidiary of Johnson & Johnson.
The Companys lead proprietary product candidate, VIVITREX® (naltrexone long-acting
injection), is being developed as a once-monthly injection for the treatment of alcohol dependence.
The Company has a pipeline of extended-release injectable products and pulmonary drug products
based on its proprietary technology and expertise. Alkermes product development strategy is
twofold: the Company partners its proprietary technology systems and drug delivery expertise with
several of the worlds finest pharmaceutical companies and it also develops novel, proprietary drug
candidates for its own account. The Companys headquarters are in Cambridge, Massachusetts, and it
operates research and manufacturing facilities in Massachusetts and Ohio.
Certain statements set forth above constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, including statements regarding review and
approval by the Court of the report and recommendation, the development of Vivitrex, the Companys
pipeline of products, and the Companys product development strategy. Although the Company
believes that such statements are based on reasonable assumptions within the bounds of its
knowledge of its business and operations, these forward-looking statements are neither promises nor
guarantees and are subject to significant risks and uncertainties that could cause actual results
to differ materially from its expectations. Those risks and uncertainties include, but are not
limited to, the risk that the Court does not accept the recommendation of the judge magistrate.
For further information with respect to factors that could cause the Companys actual results to
differ from expectations, reference is made to the reports the Company filed with the Securities
and Exchange Commission, including the Companys annual report on SEC Form 10-K for the fiscal year
ended March 31, 2005 and its quarterly report on SEC Form 10-Q for the fiscal quarter ending
June 30, 2005. The forward-looking statements made herein are made
and are current only as of the date hereof and the Company disclaims any intention or
responsibility for updating predictions contained in this release in the event of changed
circumstances or otherwise.