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): January 12, 1998
ONYX Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-28298 94-3154463
(State of jurisdiction) (Commission File No.) (IRS Employer
Identification No.)
3031 Research Drive
Richmond, CA 94806
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (510) 222-9700
1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
EXHIBIT
NUMBER DESCRIPTION
4.1 Stock Purchase Agreement, dated January 12, 1998
99.1 Press Release, dated January 13, 1998.
Item 9. Sales of Equity Securities Pursuant to Regulation S.
On January 12, 1998, ONYX Pharmaceuticals, Inc. (the "Registrant") issued and
sold 1,403,508 shares of its Common Stock at a purchase price of $7.125 per
share in a private placement to two international, institutional investors.
The Registrant received an aggregate of approximately $10.0 million from the
private placement. The issuance and sale of the Registrant's Common Stock
was exempt from the registration requirements of the Securities Act of 1933,
as amended, pursuant to Regulation S promulgated thereunder. The Registrant
has agreed to file a registration statement with the Securities and Exchange
Commission to cover resales of the Shares from time to time by the investors.
The terms and conditions of the private placement are set forth in the Stock
Purchase Agreement, dated January 12, 1998 filed herewith as Exhibit 4.1 and
the press release announcing such private placement is filed herewith as
Exhibit 99.1. Both exhibits are incorporated herein by reference.
2.
SIGNATURES
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.
ONYX Pharmaceuticals, Inc.
Dated: January 26, 1998 By: /s/ Hollings C. Renton
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Hollings C. Renton
President and Chief Executive
Officer
Dated: January 26, 1998 By: /s/ Douglas L. Blankenship
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Douglas L. Blankenship
Treasurer
3.
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
4.1 Stock Purchase Agreement, dated January 12, 1998
99.1 Press Release, dated January 13, 1998.
4.