- Current report filing (8-K)
February 27 2009 - 5:28PM
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 27, 2009
CV THERAPEUTICS, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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0-21643
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43-1570294
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(State or other jurisdiction
of incorporation)
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(Commission File No.)
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(I.R.S. Employer
Identification No.)
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3172 Porter Drive, Palo Alto, California
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94304
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (650) 384-8500
Not Applicable
(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))
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On February 27, 2009, CV
Therapeutics, Inc. (the Company) issued a press release advising its stockholders to take no action at this time in response to Astellas Pharma Inc.s announcement that its indirect subsidiary, Sturgeon Acquisition, Inc., has
commenced an unsolicited tender offer for all outstanding common shares of the Company at a price of $16.00 per share in cash.
The
foregoing description is qualified in its entirety by reference to the press release dated February 27, 2009, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
* * * * *
ITEM 9.01.
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FINANCIAL STATEMENTS AND EXHIBITS
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(d) Exhibits.
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99.1
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Press Release dated February 27, 2009.
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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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Date: February 27, 2009
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CV THERAPEUTICS, INC.
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By:
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/s/ Daniel K. Spiegelman
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Daniel K. Spiegelman
Senior Vice President and Chief Financial Officer
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EXHIBIT INDEX
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Exhibit No.
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Description
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EX-99.1
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Press Release dated February 27, 2009.
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