SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): February 20, 2001
ARENA PHARMACEUTICALS, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-31161 23-2908305
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
6166 Nancy Ridge Drive, San Diego, California 92121
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(Address of Principal Executive Offices) (Zip Code)
(858) 453-7200
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
On February 15, 2001, Arena Pharmaceuticals, Inc., a Delaware
corporation ("Arena"), completed its acquisition of Bunsen Rush Laboratories,
Inc., a Connecticut corporation ("Bunsen Rush"), pursuant to an Agreement and
Plan of Merger dated February 15, 2001 (the "Merger Agreement"). The
acquisition was effected in the form of a merger (the "Merger") of Bunsen
Rush into BRL Screening, Inc., a Delaware corporation ("BRL"), a subsidiary
wholly owned by Arena. BRL was the surviving corporation in the Merger.
On February 20, 2001, Arena, issued a press release announcing the
completion of the acquisition of Bunsen Rush. A copy of the press release is
attached as Exhibit 99.1 hereto and incorporated herein by this reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
EXHIBIT NO. DESCRIPTION
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10 Agreement and Plan of Merger, dated February 15,
2001 by and among Arena Pharmaceuticals, Inc.,
BRL Screening, Inc., Bunsen Rush Laboratories, Inc.,
and Ethan A. Lerner, Michael R. Lerner, Peter M.
Lerner, David Unett and Alison Roby-Shemkovitz
99.1 Press Release dated February 20, 2001
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.
Date: February 20, 2001 Arena Pharmaceuticals, Inc.
A Delaware corporation
By: /s/ Jack Lief
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President & Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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10 Agreement and Plan of Merger, dated February 15,
2001 by and among Arena Pharmaceuticals, Inc., BRL
Screening, Inc., Bunsen Rush Laboratories, Inc.,
and Ethan A. Lerner, Michael R. Lerner, Peter M.
Lerner, David Unett and Alison Roby-Shemkovitz
99.1 Press Release dated February 20, 2001