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
July 27, 2005
Date of Report (Date of earliest event reported)
ALLERGAN, INC.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware
(State of Incorporation)
|
|
1-10269
(Commission File Number)
|
|
95-1622442
(IRS Employer
Identification Number) |
2525 Dupont Drive
Irvine, California 92612
(Address of principal executive offices) (Zip Code)
(714) 246-4500
(Registrants telephone number, including area code)
N/A
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition.
On July 27, 2005, Allergan, Inc. (Allergan) issued a press release announcing its operating
results for the second quarter ended June 24, 2005. A copy of the press release is furnished as
Exhibit 99.1 to this Current Report.
In the press release, Allergan included historical non-GAAP financial measures, as defined in
Regulation G promulgated by the Securities and Exchange Commission, with respect to the three and
six month periods ended June 24, 2005, as well as the corresponding periods for 2004. Allergan
believes that its presentation of historical non-GAAP financial measures provides useful
supplementary information to investors. The presentation of historical non-GAAP financial measures
is not meant to be considered in isolation from or as a substitute for results prepared in
accordance with accounting principles generally accepted in the United States.
In the press release, Allergan reported the non-GAAP financial measures adjusted earnings and
related adjusted diluted earnings. Allergan uses adjusted earnings to enhance the investors
overall understanding of the financial performance and prospects for the future of Allergans core
business activities. Specifically, Allergan believes that a report of adjusted earnings provides
consistency in its financial reporting and facilitates the comparison of results of core business
operations between its current, past and future periods. Adjusted earnings is one of the primary
indicators management uses for planning and forecasting in future periods. Allergan also uses
adjusted earnings for evaluating management performance for compensation purposes.
In the press release, Allergan also reported sales performance using the non-GAAP financial measure
of constant currency sales. Constant currency sales represent current period reported sales
adjusted for the translation effect of changes in average foreign exchange rates between the
current period and the corresponding period in the prior year. Allergan calculates the currency
effect by comparing adjusted current period reported amounts, calculated using the monthly average
foreign exchange rates for the corresponding period in the prior year, to the actual current period
reported amounts. Management refers to growth rates at constant currency so that sales results can
be viewed without the impact of changing foreign currency exchange rates, thereby facilitating
period-to-period comparisons of Allergans sales. Generally, when the dollar either strengthens or
weakens against other currencies, the growth at constant currency rates will be higher or lower,
respectively, than growth reported at actual exchange rates. Constant currency sales as defined and
presented by Allergan may not be comparable to similar measures reported by other companies.
Allergan is also holding a webcast and investor conference beginning at 8:00 a.m. Pacific Time on
Wednesday, July 27, 2005 to disclose its financial results for the quarter ended June 24, 2005. The
webcast can be accessed live through the Allergan website, www.allergan.com. Replays of the webcast
will also be available from Wednesday, July 27, 2005 at 10:00 a.m. Pacific Time until Tuesday,
August 3, 2005 at 5:00 p.m. Pacific Time, and can be accessed through www.allergan.com or by
calling 1-866-373-9229 for domestic locations, or 1-203-369-0281 for international locations. A
passcode will not be required.
This information and the information contained in the press release shall not be deemed filed for
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 this Current Report is not incorporated by
reference into any filings of Allergan made under the Securities Act of 1933, as amended, whether
made before or after the date of this Current Report, regardless of any general incorporation
language in the filing unless specifically stated so therein.
Item 9.01. Financial Statements and Exhibits.
|
|
|
99.1 |
|
Allergan, Inc. press release dated July 27, 2005. |
2