UNITED STATES
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): July 9, 1998
XOMA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-14710 94-2756657
(Commission File Number) (IRS Employer Identification No.)
2910 Seventh Street, Berkeley, California 94710
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (510) 644-1170
None
(Former name or former address, if changed since last report)
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Item 5. Other Events
On July 16, 1998, XOMA Corporation ("XOMA") announced that it had signed an
exclusive license with Incyte Pharmaceuticals, Inc. ("Incyte") for all of
Incyte's patents and patent applications relating to
bactericidal/permeability-increasing protein ("BPI"). The license provides that
XOMA will pay Incyte a royalty on sales of BPI products covered by the license,
up to a maximum of $11.5 million, and will make a $1.5 million advance royalty
payment, one-half in cash and one-half in shares of XOMA common stock. Incyte
will also receive warrants to purchase 250,000 shares of XOMA common stock at
$6.00 per share.
Item 7. Exhibits
1. License Agreement between Incyte Pharmaceuticals, Inc. and XOMA
Corporation effective as of July 9, 1998 (with certain confidential
information omitted, which omitted information is the subject of a
confidential treatment request and has been filed separately with the
Securities and Exchange Commission)
2. Form of Common Stock Purchase Warrant
3. Registration Rights Agreement dated as of July 9, 1998 by and among
XOMA Corporation and Incyte Pharmaceuticals, Inc.
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SIGNATURE
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.
Dated: July 16, 1998 XOMA CORPORATION
By: /s/ Christopher J. Margolin
-----------------------------------
Name: Christopher J. Margolin
Title: Vice President, General Counsel
and Secretary
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EXHIBIT INDEX
Number Description
1. License Agreement between Incyte Pharmaceuticals, Inc. and XOMA
Corporation effective as of July 9, 1998 (with certain confidential
information omitted, which omitted information is the subject of a
confidential treatment request and has been filed separately with the
Securities and Exchange Commission)
2. Form of Common Stock Purchase Warrant
3. Registration Rights Agreement dated as of July 9, 1998 by and among XOMA
Corporation and Incyte Pharmaceuticals, Inc.