SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 27, 2012 (September 26, 2012)
ENDO HEALTH SOLUTIONS INC.
(Exact Name of Registrant as Specified in Its Charter)
(State or other jurisdiction
(Commission File Number)
100 Endo Boulevard, Chadds Ford, PA
(Address of principal executive offices)
Registrant's telephone number, including area code (610) 558-9800
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:
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 1.01. Entry into a Material Definitive Agreement.
On September 26, 2012, the Registrant's wholly-owned subsidiary Endo Pharmaceuticals Inc. (“Endo”) and Ventiv Commercial Services, LLC (“Ventiv”) (collectively, the “Parties”), amended the Sales and Promotional Services Agreement (the "Ventiv Agreement") between the Parties, dated December 30, 2011.
The amendment decreases the number of sales representatives from 228 to 170 and decreases the number of district managers from 24 to 17 starting on October 5, 2012. In addition, the amendment decreases fees payable by Endo to Ventiv as the result of the decrease in the Ventiv field force.
The foregoing description of the amendment does not purport to be complete and is qualified in its entirety to the full text of the amendment, which will be filed with the exhibits to the Company’s quarterly report on Form 10-Q for the period ended September 30, 2012.
Financial Statements and Exhibits.
Financial Statements of Business Acquired.
Pro Forma Financial Information.
Shell Company Transactions.
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.
ENDO HEALTH SOLUTIONS HOLDINGS INC.
/s/ CAROLINE B. MANOGUE
Caroline B. Manogue
Executive Vice President, Chief Legal Officer & Secretary
Dated: September 27, 2012