SCHEDULE 14A
(RULE 14A-101)
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE
ACT OF 1934
(AMENDMENT NO. )
Filed by the Registrant { }
Filed by a Party other than the Registrant {X}
Check the appropriate box:
{ } Preliminary Proxy Statement
{ } Confidential, For Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
{ } Definitive Proxy Statement
{X} Definitive Additional Materials
{ } Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
SCIOS INC.
(Name of Registrant as specified in its charter)
RANDAL J. KIRK
RJK, L.L.C.
KIRKFIELD, L.L.C.
THE KIRK FAMILY INVESTMENT PLAN
(Name of person(s) filing proxy statement, if other than Registrant)
Payment of Filing Fee (Check the appropriate box):
{X} No fee required.
{ } Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:
(4) Proposed maximum aggregate value of transactions:
(5) Total fee paid.
- ---------
{ } Fee paid previously with preliminary materials.
{ } Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
PRESS RELEASE
Contact:
Caroline Gentile/Robert Siegfried
Kekst and Company
212-521-4800
LARGEST STOCKHOLDER BLASTS SCIOS BOARD'S ENRICHMENT SCHEMES
Radford, VA, January 13, 2000 - In response to inquiries, Randal J. Kirk,
Scios Inc.'s largest single shareholder, stated, "The unilateral action
yesterday by Scios' Board to dispense to every employee of the company
multi-year golden parachutes underscores the Board's lack of concern about
stockholders.
"Unfortunately, this further highlights that this is a Board that is prone
to enrichment schemes. Indeed, despite the "new" management's failure in
1999 to obtain FDA approval for the company's latest product hope,
Natrecor, the Board authorized the pay-out of more than $500,000 of
so-called "success" bonuses, including $85,000 to Scios' former CEO.
"The bottom line: the Scios Board has a long history of being very free
with the stockholders money, but stockholders are stuck with a company that
in its entire 19 year history has failed to gain FDA approval for a single
product. Over the past twelve months, under the present Board and
management, Scios' stock suffered a precipitous decline from a high of
$12.50 per share to its current $5.00 range, while many other biotechnology
companies shares increased in value, including some which reached record
highs.
"Scios' stockholders have every right to be concerned about the company's
future and whether their interests are the priority of the present Scios
Board and management. Scios' stockholders have every right to want a Board
that acts in their best interests. Scios' stockholders now are in a
position to elect a new Board, committed to building stockholder value, by
voting for the slate of directors I shall nominate at the Scios Annual
Meeting on February 28, 2000," Mr. Kirk said.