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FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000 .
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-15190
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OSI Pharmaceuticals, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 13-3159796
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
106 Charles Lindbergh Boulevard, Uniondale, New York 11553
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(Address of principal executive offices) (Zip Code)
516-222-0023
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report.)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
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APPLICABLE ONLY TO CORPORATE ISSUERS:
At April 30, 2000 the registrant had outstanding 26,419,659 shares of common
stock, $.01 par value.
This Form 10-Q/A is being filed to amend Exhibit 10.1 of the Form 10-Q of the
registrant for the quarter ended March 31, 2000, filed on May 15, 2000, to
disclose certain information that was previously redacted.
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PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
3.1 Certificate of Incorporation, as amended (1)
3.2 Amended and Restated By-Laws (2)
*10.1 License Agreement, dated as of January 3, 2000,
by and between the Company and American Home
Products Corporation and American Cyanamid Company
10.2 Yeast Technology Agreement, dated as of February
15, 2000, by and between the Company and Cadus
Pharmaceutical Corporation (3)
27 Financial Data Schedule (3)
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(1) Included as an exhibit to the Company's quarterly
report on Form 10-Q for the quarter ended March 31,
1999, filed on May 14, 1999, and incorporated herein
by reference.
(2) Included as an exhibit to the Company's current report
on Form 8-K, filed on January 8, 1999, and incorporated
herein by reference.
(3) Included as an exhibit to the Company's quarterly report
on Form 10-Q for the quarter ended March 31, 2000, filed
on May 15, 2000.
* Portions of this exhibit have been redacted and are the
subject of a confidential treatment request filed with
the Secretary of the Securities and Exchange Commission
pursuant to Rule 24b-2 under the Securities Exchange Act
of 1934, as amended.
(b) REPORTS ON FORM 8-K
The Company filed a current report on Form 8-K on March 1,
2000 with the Securities and Exchange Commission via EDGAR,
pertaining to the private sale of 3.325 million shares of
common stock. The earliest event covered by the report
occurred on February 25, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Form 10-Q/A to be signed on its
behalf by the undersigned thereunto duly authorized.
OSI PHARMACEUTICALS, INC.
Date: June 19, 2000 /s/ Robert L. Van Nostrand
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Name: Robert L. Van Nostrand
Title: Vice President and Chief Financial Officer,
Secretary and Treasurer
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EXHIBIT INDEX
Exhibit No. Description
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3.1 Certificate of Incorporation, as amended (1)
3.2 Amended and Restated By-Laws (2)
*10.1 License Agreement, dated as of January 3, 2000, by and between the
Company and American Home Products Corporation and American
Cyanamid Company
10.2 Yeast Technology Agreement, dated as of February 15, 2000, by and
between the Company and Cadus Pharmaceutical Corporation (3)
27 Financial Data Schedule (3)
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(1) Included as an exhibit to the Company's quarterly report on Form 10-Q for the quarter ended
March 31, 1999, filed on May 14, 1999, and incorporated herein by reference.
(2) Included as an exhibit to the Company's current report on Form 8-K, filed on January 8,
1999, and incorporated herein by reference.
(3) Included as an exhibit to the Company's quarterly report on Form 10-Q for the quarter ended
March 31, 2000, filed on May 15, 2000.
* Portions of this exhibit have been redacted and are the subject of a confidential treatment
request filed with the Secretary of the Securities and Exchange Commission pursuant to Rule
24b-2 under the Securities Exchange Act of 1934, as amended.