FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April, 2004
Commission File Number 001-13896
Elan Corporation, plc
(Translation of registrant's name into English)
Lincoln House, Lincoln Place, Dublin 2, Ireland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
Form 20-F /X/ Form 40-F / /
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1):
Yes No /X/
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of
a Form 6-K if submitted solely to provide an attached annual report to security
holders.
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7):
Yes / / No /X/
-2-
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of
a Form 6-K if submitted to furnish a report or other document that the
registrant foreign private issuer must furnish and make public under the laws of
the jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in
this Form, the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes / / No /X/
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b):
This Report of Foreign Issuer on Form 6-K is incorporated by reference into the
Post-Effective Amendments on Forms F-3 and S-8 to Form F-4 Registration
Statement of Elan Corporation, plc (Registration No. 333-12756), the
Registration Statement on Form F-3 of Elan Corporation, plc and Athena
Neuroscience Finance, LLC (Registration No. 333-13130), and the Registration
Statements on Form S-8 of Elan Corporation, plc (Registration Nos. 333-13996,
333-12344, 333-11940, 333-09644, 333-09284, 333-09048, 333-08384, 333-07361,
333-07136, 333-14240, 33-27506, 333-100252 and 333-100556).
EXHIBIT LIST
Exhibit Description
99.1 Press release dated April 27, 2004 titled:
Elan completes sale of Zonegran to Eisai.
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, thereunto duly authorized.
ELAN CORPORATION, plc
By: /s/ William F. Daniel
------------------------------
William F. Daniel
Company Secretary
Date: April 27, 2004
Exhibit 99.1
FOR IMMEDIATE RELEASE
INVESTORS: MEDIA:
Emer Reynolds Anita Kawatra
Ph: 353-1-709-4000 Ph: 212-407-5755
800-252-3526 800-252-3526
ELAN COMPLETES SALE OF ZONEGRAN TO EISAI
DUBLIN, IRELAND, APRIL 27, 2004-- Elan Corporation, plc today announced the
completion of the sale of its interests in Zonegran (zonisamide) in North
American and Europe to Eisai Co., Ltd. and Eisai Inc.
Under the terms of the agreement, which was previously announced on March 30,
2004, Elan has realised total consideration of approximately $130 million from
Eisai in exchange for Elan's interests in Zonegran in North America and Europe.
In addition, Elan may earn future deferred purchase payments of up to $110
million, primarily contingent on when generic zonisamide is introduced in the
U.S., and including up to $25 million contingent on receiving marketing approval
for Zonegran in Europe. Elan will also receive additional deferred purchase
payments on net sales of Zonegran in North America and Europe if certain
additional conditions are met. Elan's interests comprise U.S., Canadian,
Mexican, and European rights to Zonegran, along with related assets and
liabilities, Zonegran inventory with an estimated value of $26 million, and the
associated sales team of approximately 110 employees.
Elan will continue to manufacture Zonegran in all three dosage strengths of 25
mg, 50 mg, and 100 mg capsules in Athlone, Ireland.
ABOUT ELAN
Elan Corporation, plc is a neuroscience-based biotechnology company that is
focused on discovering, developing, manufacturing and marketing advanced
therapies in neurology, autoimmune diseases, and severe pain. Elan (NYSE: ELN)
shares trade on the New York, London and Dublin Stock Exchanges.
SAFE HARBOR/FORWARD LOOKING STATEMENTS
This news release contains forward-looking statements that involve risks and
uncertainties and reflects Elan's judgment as of the date of this release.
Actual events or results may differ from Elan's expectations. For example, Elan
may not receive any of the deferred compensation discussed in this news release.
A further list of risks, uncertainties and other matters can be found in Elan's
Annual Report on Form 20-F for the fiscal year ended December 31, 2002, and in
its Reports of Foreign Issuer on Form 6-K. Elan assumes no obligation to update
any forward-looking statements, whether as a result of new information, future
events or otherwise.