UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of: October 2015
Commission
File Number: 001- 37413
Concordia Healthcare Corp.
(Translation of registrants name into English)
277 Lakeshore
Road East, Suite 302
Oakville, Ontario
L6J 1H9
(Address of
principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F ¨ Form 40-F x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): ¨
On October 9, 2015, Concordia Healthcare Corp. issued a press release to
provide an update on its previously announced acquisition of Amdipharm Mercury Limited, a copy of which is attached as Exhibit 99.1 hereto.
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, thereunto duly authorized.
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Concordia Healthcare Corp. |
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By: |
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/s/ Mark Thompson |
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Name: |
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Mark Thompson |
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Title: |
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Chief Executive Officer |
Date: October 9, 2015
EXHIBIT INDEX
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Exhibit
No. |
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Description |
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99.1 |
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Press release of Concordia Healthcare Corp. dated October 9, 2015. |
Exhibit 99.1
Concordia Provides Update on AMCo Acquisition
OAKVILLE, ON October 9, 2015 Concordia Healthcare Corp. (Concordia or the Company) (NASDAQ:
CXRX) (TSX: CXR) is pleased to provide an update on its acquisition of Amdipharm Mercury Limited (AMCo). As previously announced, the Company has fully committed debt financing of approximately US$2.8 billion from certain financial
institutions to fund the balance of the purchase price for AMCo and to refinance certain Concordia and AMCo debt. Pro forma for this debt financing, Concordias total debt will have a maximum blended interest rate of approximately 7.25 per
cent.
On September 30, 2015, Concordia announced that it completed its underwritten public offering of 8,000,000 common shares for
aggregate gross proceeds of US$520 million. The proceeds from the debt financing and equity offering, along with cash on hand, will be used to complete the acquisition of AMCo, which is scheduled to close on or about October 21, 2015.
The acquisition of AMCo is expected to significantly diversify the Companys geographic base and transform its growth platform by
allowing it to drive organic growth across the business. Following closing of the transaction, the United States is expected to represent approximately 40 per cent of Concordias annual revenue. A major growth driver of the combined
business over the next three years is expected to be organic, volume-based growth opportunities driven by AMCos pipeline of approximately 60 planned new product launches.
About Concordia
Concordia is a
diverse healthcare company focused on legacy pharmaceutical products and orphan drugs. Concordias legacy pharmaceutical division, Concordia Pharmaceuticals Inc., consists of a portfolio of branded products and authorized generic contracts,
including branded products such as Nilandron®, for the treatment of metastatic prostate cancer; Dibenzyline®, for the treatment of pheochromocytoma; Lanoxin®, for the treatment of mild-to-moderate heart failure and atrial fibrillation;
Plaquenil®, for the treatment of lupus and rheumatoid arthritis, Donnatal® for the treatment of irritable bowel syndrome and Zonegran® (zonisamide) for treatment of partial seizures in adults with epilepsy. Concordias orphan drugs
division owns Photofrin®. Photofrin® is marketed by Pinnacle Biologics, Inc. in the United States.
Concordia operates out of
facilities in Oakville, Ontario; Bridgetown, Barbados; Roanoke, Virginia and has a specialty healthcare distribution (SHD) division that operates out of Kansas City, Missouri. Pinnacle Biologics, Inc. is located in Chicago, Illinois.
Notice regarding forward-looking statements:
This news release includes forward-looking statements within the meaning of the United States Private Securities Litigation
Reform Act of 1995 and forward-looking information within the meaning of Canadian securities laws, regarding Concordia and its business, which may include, but are not limited to the use of proceeds of the equity offering and debt financing, the
completion of the debt financing, the effect of the acquisition of AMCo on the Company, growth of AMCo and Concordia, the completion of the acquisition of AMCo and timing thereof, organic growth and the sources thereof, the diversification of the
Companys geographic base and Concordias revenue by geography. Often, but not always, forward-looking statements can be identified by the use of words such as plans, expects, scheduled,
intends, contemplates, anticipates, believes, proposes or variations (including negative and grammatical variations) of such words and phrases, or state that certain actions, events or
results may, could, would, might or will be taken, occur or be achieved. Such statements are based on the current expectations of Concordias management, and are based on assumptions
and subject to risks and uncertainties. Although Concordias management believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this
news release may not occur by certain dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting Concordia, including risks relating to Concordias securities, the acquisition of AMCo,
increased leverage, the inability to generate cash flows and/or stable margins, the pharmaceutical industry and the regulation thereof, economic factors, the equity and debt markets generally, general economic and stock market conditions and many
other factors beyond the control of Concordia. Although Concordia has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be
other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as
of the date on which they are made and Concordia undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
For more information, please contact:
Marija Mandic
Concordia
Healthcare Corp.
905-842-5150 x 240
mmandic@concordiarx.com
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