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):
June 23, 2006
PERRIGO COMPANY
(Exact name of registrant as specified in its charter)
MICHIGAN 0-19725 38-2799573
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(State of other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
515 Eastern Avenue, Allegan, Michigan 49010
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (269) 673-8451
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Not Applicable
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(Former name or 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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 2.05. COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES
ITEM 2.06. MATERIAL IMPAIRMENTS
Since the acquisition of Agis, Perrigo Company has pursued opportunities to
integrate both businesses and to make them as efficient as possible while at the
same time evaluating ways to improve underperforming assets. This has resulted
in the June 23, 2006 approval by the Board of Directors of the Perrigo Company
of plans to exit two unprofitable lines of products, effervescent tablets and
psyllium-based laxatives. This action will result in the closure of two Michigan
plants that primarily manufacture these products. The manufacture of certain
other products will move to plants in Allegan, Michigan or the Bronx, New York.
The closing plants employ 140 workers who will be offered other employment
opportunities in the Allegan, Michigan facilities. Employees who do not relocate
will be offered a retention and severance package. The closing plants are
expected to be phased out of production by December 2006 at which time the
plants will become available for sale.
The Company expects to incur a non-cash impairment charge in the fourth quarter
of fiscal 2006 to reflect the difference between the carrying value and the fair
value of the affected assets, which include primarily land, buildings and
machinery. This pre-tax charge is expected to be approximately $8 million. The
Company is currently evaluating the assets to more closely determine the
expected sale price.
As a result of exiting the product lines, the Company expects to incur a charge
in the first half of fiscal 2007 for employee related and plant shutdown costs.
This pre-tax charge is expected to be approximately $3 million and will result
in cash outlays of the same amount throughout fiscal 2007.
ITEM 7.01. REGULATION FD DISCLOSURE
Perrigo Company issued a press release dated June 27, 2006 relating to the
matters described in the foregoing items. A copy of that press release is
furnished as Exhibit 99.1 hereto.
The information in Item 7.01 of this Report and Exhibit 99.1 are being furnished
and shall not be deemed "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that Section. The information in Item 7.01 of this Report and Exhibit 99.1 shall
not be deemed incorporated by reference into any filing under the Securities Act
of 1933, as amended, except as shall be expressly set forth by specific
reference in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
99.1 Press release issued by Perrigo Company on June 27, 2006,
furnished solely pursuant to item 7.01 of Form 8-K.
SIGNATURES
Pursuant to the requirement 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.
PERRIGO COMPANY
(Registrant)
By: /s/ Douglas R. Schrank
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Dated: June 27, 2006 Douglas R. Schrank
Executive Vice President and
Chief Financial Officer
(Principal Accounting and Financial Officer)
Exhibit Index
Exhibit 99.1 -- Press Release issued by Perrigo Company on June 27,
2006, furnished solely pursuant to Item 7.01 of Form 8-K.