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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): September 21, 2000
AXYS PHARMACEUTICALS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-22788 22-2969941
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification Number)
180 Kimball Way
South San Francisco, CA 94080
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(Address of principal executive offices) (Zip Code)
(650) 829-1000
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
In a press release dated September 21, 2000, Axys
Pharmaceuticals, Inc. (the "Company") announced that it has entered into
agreements to sell $26 million aggregate principal amount of its new series of
8% Senior Secured Convertible Notes maturing October 1, 2004 (the "Notes"). In
connection with this offering of Notes, the Company is also issuing warrants to
purchase shares of its common stock (the "Warrants"). On September 22, 2000, the
Company completed this offering of Notes and Warrants, under its shelf
Registration Statement on Form S-3 (Registration No. 333-35828), as amended by
Post-effective Amendment No. 1 thereto filed on May 22, 2000 and Post-effective
Amendment No. 2 thereto filed on July 10, 2000, and the related Prospectus
Supplement, dated September 22, 2000. The press release and execution copies of
the note purchase agreements, warrants, indenture and supplemental indenture
relating to the offering are filed herewith as exhibits.
ITEM 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits: The following exhibits are filed as part of this Report.
1.1 Note Purchase Agreement
4.1 Indenture
4.2 Supplemental Indenture
4.3 Class A Common Stock Purchase Warrant
4.4 Class B Common Stock Purchase Warrant
20.1 Press Release, dated September 21, 2000, of Axys
Pharmaceuticals, Inc.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
Dated: September 28, 2000
AXYS PHARMACEUTICALS, INC.
By: /s/ William J. Newell
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William J. Newell
Senior Vice President