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): March 9, 2009
SCHERING-PLOUGH CORPORATION
(Exact Name of Registrant as Specified in its Charter)
New Jersey | 1-6571 | 22-1918501 | ||
(State or Other Jurisdiction | (Commission File Number) | (IRS Employer | ||
of Incorporation) | Identification Number) |
2000 Galloping Hill Road
Kenilworth, NJ 07033
(Address of Principal Executive Offices)
Registrants telephone number, including area code: (908) 298-4000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of |
x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
x 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)) |
TABLE OF CONTENTS
Item 8.01 Other Events
Item 9.01 Financial Statements and Exhibits
SIGNATURES
Index to Exhibits
EX-99.1: PRESS RELEASE
__________________________________________________________________________________________________________________________________________________________
Item 8.01. Other Events.
On March 9, 2009, Schering-Plough Corporation (Schering-Plough) issued a joint press release with Merck & Co., Inc. (Merck) announcing the execution of an Agreement and Plan of Merger, dated as of March 9, 2009, by and among Schering-Plough, Merck, Blue, Inc., a New Jersey corporation and a wholly owned subsidiary of Schering-Plough, and Purple, Inc., a New Jersey corporation and a wholly owned subsidiary of Schering-Plough. A copy of the joint press release is attached hereto as Exhibit 99.1 and incorporated herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Number Description
99.1 Press Release, dated March 9, 2009.
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.
Schering-Plough Corporation
By: | /s/ Michael Pressman ________________________________ | |
Michael Pressman | ||
Deputy Secretary |
Date: March 9, 2009
INDEX TO EXHIBITS
Number | Description | |
|
Press Release, dated March 9, 2009. |