Current Report Filing (8-k)
February 14 2018 - 5:41PM
Edgar (US Regulatory)
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):
February 14, 2018
CELGENE
CORPORATION
(Exact name of registrant as specified in
its charter)
Delaware
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001-34912
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22-2711928
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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86 Morris Avenue, Summit, New Jersey
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07901
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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: (908) 673-9000
(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 (see General Instruction
A.2. below):
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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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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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging
growth company as defined Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.
¨
On February 14, 2018, Celgene Corporation (the “Company”)
issued a press release announcing the authorization of the repurchase of up to an additional $5.0 billion of the Company’s
common stock. Purchases may be made in the open market or in privately negotiated transactions from time to time, as determined
by Celgene’s management and in accordance with the requirements of the Securities and Exchange Commission. A copy of this
press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
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ITEM 9.01
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FINANCIAL STATEMENTS AND EXHIBITS.
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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.
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CELGENE CORPORATION
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Date: February 14, 2018
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By:
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/s/ Peter N. Kellogg
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Peter N. Kellogg
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Executive Vice President
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Chief Financial Officer
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(principal financial and accounting officer)
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