Does this amendment contain new operating or financial results for Amgen?

No. The amendment's stated purpose is to add restated financial data schedules and correct certain amounts in them. Full operating results and management discussion appear in the original Form 10-K filed March 24, 1998.

Why were the financial data schedules restated?

Amgen adopted SFAS No. 128, Earnings Per Share, which required retroactive changes to how EPS is computed and presented. Although EPS in the original 10-K was restated, the accompanying financial data schedules for prior periods were not included, so they were filed with this amendment.

What is the market value of Amgen's publicly held stock?

The aggregate market value of stock held by non-affiliates was about $13.38 billion as of February 28, 1998. Shares held by directors, officers, and 5%+ holders (about 3.9 million shares) were excluded from that figure.

Where can investors find the Part III information, such as executive compensation?

Part III is incorporated by reference from Amgen's definitive 1998 proxy statement, which was to be filed within 120 days of December 31, 1997, rather than included in this filing.

Which major agreements and securities are referenced in the exhibit list?

The exhibits reference the April 1997 Heads of Agreement with F. Hoffmann-La Roche (including Kirin-Amgen), the August 1997 Binding Term Sheet with Guilford Pharmaceuticals, a credit agreement with Swiss Bank Corporation and ABN AMRO, the 6.50% Notes due 2007, and the 8-1/8% Debentures due 2097.

AMGN 10-K FY1997 Annual Report — Revenue, Net Income, EPS

01—Abstract

Summary

Summary of the 10-K/A filed May 8, 1998. Cited figures are marked; the original filing is the authoritative source.

This filing is Amendment No. 1 to Amgen Inc.'s Annual Report on Form 10-K for the fiscal year ended December 31, 1997, filed May 8, 1998.

It does not contain a full set of operating results or a narrative business review. Its stated purpose is to add restated financial data schedules (Exhibit 27 series) that reflect the company's adoption of SFAS No. 128, Earnings Per Share, which required retroactive restatement of EPS for prior periods. The amendment also corrects certain amounts in the financial data schedules to conform with Regulation S-K Item 601(c), Appendix A.

Investors should treat it as a supplemental, technical correction rather than a new source of performance information. The cover page shows an aggregate market value of voting and non-voting stock held by non-affiliates of approximately $13.38 billion^a as of February 28, 1998, with 255,754,703 common shares outstanding on that date. Roughly 3.9 million shares were held by directors, officers, and 5%+ holders and were excluded from the market value calculation.

The exhibit index shows the scale of Amgen's late-1990s activity, including a Heads of Agreement with F. Hoffmann-La Roche relating to G-CSF/EU rights, a binding term sheet with Guilford Pharmaceuticals dated August 1997, a 6.50%^b Notes due 2007, and an 8-1/8% Debentures due 2097, along with a credit agreement and commercial paper program. The filing is largely a reference document: most exhibits were previously filed with the original 10-K on March 24, 1998, and it incorporates Part III information by reference from the definitive 1998 proxy statement.

Financial results, segment detail, and management discussion must be taken from the initial Form 10-K rather than this amendment. The primary investor takeaway is that the company's per-share figures for prior periods were recast under SFAS 128, so historical EPS comparisons should use the restated schedules.

02—Key points

Key Highlights

Amendment No. 1 to the FY1997 Form 10-K, filed May 8, 1998, to add restated financial data schedules.
Restatement driven by SFAS No. 128 (Earnings Per Share), applied retroactively to prior periods.
Approximately $13.38 billion market value of non-affiliate common stock as of February 28, 1998.
255,754,703 common shares outstanding as of February 28, 1998.
Financial data schedules for FY1996, FY1995, and 1997 interim periods restated and corrected per Regulation S-K Item 601(c).
Exhibit index references key agreements including the Roche G-CSF Heads of Agreement (April 1997), Guilford binding term sheet (August 1997), and multiple debt instruments.
Part III information (executive compensation, directors) incorporated by reference from the 1998 definitive proxy statement.

03—Questions

Frequently Asked Questions

Does this amendment contain new operating or financial results for Amgen?
No. The amendment's stated purpose is to add restated financial data schedules and correct certain amounts in them. Full operating results and management discussion appear in the original Form 10-K filed March 24, 1998.
Why were the financial data schedules restated?
Amgen adopted SFAS No. 128, Earnings Per Share, which required retroactive changes to how EPS is computed and presented. Although EPS in the original 10-K was restated, the accompanying financial data schedules for prior periods were not included, so they were filed with this amendment.
What is the market value of Amgen's publicly held stock?
The aggregate market value of stock held by non-affiliates was about $13.38 billion as of February 28, 1998. Shares held by directors, officers, and 5%+ holders (about 3.9 million shares) were excluded from that figure.
Where can investors find the Part III information, such as executive compensation?
Part III is incorporated by reference from Amgen's definitive 1998 proxy statement, which was to be filed within 120 days of December 31, 1997, rather than included in this filing.
Which major agreements and securities are referenced in the exhibit list?
The exhibits reference the April 1997 Heads of Agreement with F. Hoffmann-La Roche (including Kirin-Amgen), the August 1997 Binding Term Sheet with Guilford Pharmaceuticals, a credit agreement with Swiss Bank Corporation and ABN AMRO, the 6.50% Notes due 2007, and the 8-1/8% Debentures due 2097.

04—Continue

← View all 10-K filings