Amgen 2012 Annual Report Download - page 143

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by plaintiff Birch was assigned to the Complex Division of the Los Angeles Superior Court. On June 30, 2010, Amgen filed its
demurrer to plaintiff's complaint with the Complex Division of the Los Angeles Superior Court. On September 29, 2010, the
Complex Division of the Los Angeles Superior Court denied Amgen's and the individual defendants' demurrers finding that the
plaintiff had adequately pled wrongful refusal. Amgen and the individual defendants filed answers on October 29, 2010. On
December 9, 2010, the Complex Division of the Los Angeles Superior Court stayed the underlying action and Amgen and the
individual defendants filed a motion for judgment on the pleadings/motion for summary judgment. The motion for the judgment
on the pleadings was heard on January 31, 2011 and the Complex Division of the Los Angeles Superior Court dismissed the entire
lawsuit with prejudice against both Amgen and the individual defendants without leave to amend. Following an appeal by plaintiff,
on June 21, 2012, the California State Appellate Court reversed the decision of the Complex Division of the Los Angeles Superior
Court. The case has been re-assigned to Judge Kenneth Freeman and Amgen and the individual defendants filed motions for
summary judgment on November 19, 2012. The motions for summary judgment will be heard on April 16, 2013.
Purnell v. Sharer, et al.
On January 24, 2013, a stockholder derivative lawsuit titled Purnell v. Sharer, et al. was filed in the Superior Court against
Amgen Inc., Kevin W. Sharer, Robert A. Bradway, David Baltimore, Frank J. Biondi, Jr., Vance D. Coffman, François de Carbonnel,
Rebecca M. Henderson, Frank C. Herringer, Leroy M. Hood, Tyler Jacks, Gilbert S. Omenn, Judith C. Pelham, J. Paul Reason,
Leonard D. Schaeffer and Ronald D. Sugar as defendants. The lawsuit alleges that the individual defendants breached their fiduciary
duties by failing to implement adequate internal controls which resulted on December 19, 2012 in the civil settlement, corporate
integrity agreement and criminal misdemeanor plea in connection with the Federal Investigations (see Government Investigations
and Qui Tam Actions below).
Federal Derivative Litigation
On May 7, 2007, the stockholder derivative lawsuit of Durgin v. Sharer, et al., was filed in the California Central District
Court and named Amgen Inc., Kevin W. Sharer, George J. Morrow, Dennis M. Fenton, Brian M. McNamee, Roger M. Perlmutter,
David Baltimore, Gilbert S. Omenn, Judith C. Pelham, Frederick W. Gluck, Jerry D. Choate, J. Paul Reason, Frank J. Biondi, Jr.,
Leonard D. Schaeffer, Frank C. Herringer, Richard D. Nanula, Edward V. Fritzky and Franklin P. Johnson, Jr. as defendants. The
complaint alleges the same claims and requests the same relief as in the three state stockholder derivative complaints now
consolidated as Larson v. Sharer, et al. The case has been stayed for all purposes until thirty days after a final ruling on the motion
to dismiss by the California Central District Court in the In re Amgen Inc. Securities Litigation action.
On September 21, 2007, the stockholder derivative lawsuit of Rosenblum v. Sharer, et al., was filed in the California Central
District Court. This lawsuit was brought by a stockholder who previously made a demand on the Amgen Board on May 14, 2007.
The complaint alleges that the defendants breached their fiduciary duties, wasted corporate assets and were unjustly enriched.
Plaintiffs allege that the defendants failed to disclose and/or misrepresented results of Aranesp® clinical studies, marketed both
Aranesp® and EPOGEN® for off-label uses and that these actions or inactions as well as the Amgen market strategy caused damage
to the Company resulting in several inquiries, investigations and lawsuits that are costly to defend. The complaint also alleges
insider trading by the defendants. The plaintiffs seek treble damages based on various causes of action, reformed corporate
governance, equitable and/or injunctive relief, restitution, disgorgement of profits, benefits and other compensation, and legal
costs. The case was stayed for all purposes until thirty days after a final ruling on the motion to dismiss by the California Central
District Court in the In re Amgen Inc. Securities Litigation action.
Thereafter, on May 1, 2008, plaintiff in Rosenblum v. Sharer, et al., filed an amended complaint which removed Dennis
Fenton as a defendant and also eliminated the claims for insider selling by defendants. On July 28, 2008, the California Central
District Court heard Amgen and the defendants' motion to dismiss and motion to stay. On July 30, 2008, the California Central
District Court granted Amgen and the defendants' motion to dismiss without prejudice and also granted a stay of the case pending
resolution of the In re Amgen Inc. Securities Litigation action.
ERISA Litigation
On August 20, 2007, the ERISA class action lawsuit of Harris v. Amgen Inc., et al., was filed in the California Central District
Court and named Amgen Inc., Kevin W. Sharer, Frank J. Biondi, Jr., Jerry Choate, Frank C. Herringer, Gilbert S. Omenn, David
Baltimore, Judith C. Pelham, Frederick W. Gluck, Leonard D. Schaeffer, Jacqueline Allred, Raul Cermeno, Jackie Crouse, Lori
Johnston, Michael Kelly and Charles Bell as defendants. Plaintiffs claim that Amgen and the individual defendants breached their
fiduciary duties by failing to inform current and former employees who participated in the Amgen Retirement and Savings Plan