1 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 Date of Report (Date of earliest event reported): September 25, 1997 CHEMTRAK INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-19749 77-0295388 (State of jurisdiction) (Commission File No.) (IRS Employer Identification No.) 929 E. Arques Avenue Sunnyvale, CA 94086-4520 (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (408) 773-8156 1. 2 Item 5. Other Events - -------------------------------------------------------------------------------- On September 25, 1997, ChemTrak Incorporated (the "Company") announced the termination of its Distribution and Supply Agreement with Astra Merck Inc. ("AMI") and the signing of an Option Agreement with AMI. AMI will make a $2.4 million payment to the Company for the Company's release of AMI's liabilities under the Distribution and Supply Agreement and in partial consideration for the Option Agreement. The Termination Agreement, the Option Agreement, and a press release announcing these events are filed as exhibits hereto and are incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - -------------------------------------------------------------------------------- (c) Exhibits. Exhibit Number Description - --------- -------------- 10.42 Termination Agreement between the Company and Astra Merck Inc. ("AMI") dated September 25, 1997. 10.43 Option Agreement between the Company and AMI dated September 25, 1997. 99.1 Press Release 2. 3 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 hereunto duly authorized. ChemTrak Incorporated Dated: September 30, 1997 By: /s/ Edward F. Covell -------------------------------------- Edward F. Covell President and Chief Executive Officer 3. 4 EXHIBIT INDEX Exhibit Number Description - --------- -------------- 10.42 Termination Agreement between the Company and Astra Merck Inc. ("AMI") dated September 25, 1997. 10.43 Option Agreement between the Company and AMI dated September 25, 1997. 99.1 Press Release 4.