UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
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| Item 8.01 | Other Events |
As previously disclosed, Amgen Inc. (“Amgen”), Pillartree Limited, a private limited company incorporated under the laws of Ireland and a wholly owned subsidiary of Amgen (“Acquirer Sub”), and Horizon Therapeutics plc (“Horizon”) entered into that certain Transaction Agreement, dated as of December 11, 2022, pursuant to which, among other things, Acquirer Sub will acquire the entire issued ordinary share capital of Horizon (the “Acquisition”) through a court-sanctioned scheme of arrangement under Chapter 1 of Part 9 of the Irish Companies Act 2014 (the “Scheme”).
On October 5, 2023, the High Court of Ireland (the “Court”) sanctioned the Scheme. Completion of the Acquisition remains subject to the delivery to the Registrar of Companies in Ireland of a copy of the order of the Court sanctioning the Scheme.
Responsibility Statement Required by the Irish Takeover Rules
The directors of Amgen accept responsibility for the information contained in this report. To the best of the knowledge and belief of the directors of Amgen (who have taken all reasonable care to ensure that such is the case), the information contained in this report is in accordance with the facts and does not omit anything likely to affect the import of such information.
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SIGNATURE
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.
| AMGEN INC. | ||||||
| Date: October 5, 2023 | By: | /s/ Jonathan P. Graham | ||||
| Name: | Jonathan P. Graham | |||||
| Title: | Executive Vice President and General Counsel and Secretary | |||||