-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G/DE3R4qO4Iped0tKc3GfiQLsz/rhou4kgBD+0mrTzvl/XChzqWh/lWtKxgtljUS fGBcLPX0cltjHU0KpXO9qA== 0000916641-99-000633.txt : 19990730 0000916641-99-000633.hdr.sgml : 19990730 ACCESSION NUMBER: 0000916641-99-000633 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19990729 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SCIOS INC CENTRAL INDEX KEY: 0000726512 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 953701481 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-35293 FILM NUMBER: 99673395 BUSINESS ADDRESS: STREET 1: 2450 BAYSHORE PKWY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 4159661550 MAIL ADDRESS: STREET 1: 2450 BAYSHORE PARKWAY CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 FORMER COMPANY: FORMER CONFORMED NAME: SCIOS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CALIFORNIA BIOTECHNOLOGY INC DATE OF NAME CHANGE: 19920302 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KIRK RANDAL J CENTRAL INDEX KEY: 0001091823 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: THIRD SECURITY LLC STREET 2: THE GOVERNOR TYLER CITY: RADFORD STATE: VA ZIP: 24141 MAIL ADDRESS: STREET 1: THIRD SECURITY LLC STREET 2: THE GOVERNOR TYLER CITY: RADFORD STATE: VA ZIP: 24141 SC 13D 1 SCIOS INC. SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SCIOS INC. (Name of Issuer) COMMON STOCK (Title of class of securities) 808905103 (CUSIP NUMBER) Third Security, LLC The Governor Tyler Radford, Virginia 24141 Attention: Marcus E. Smith, Esq. Telephone No.: 540-731-3344 (Name, address and telephone number of person authorized to receive notices and communications) Copy to: John Owen Gwathmey, Esq. Hunton & Williams Riverfront Plaza, East Tower 951 East Byrd Street Richmond, Virginia 23219 July 20, 1999 (Date of event which requires filing of this statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. CUSIP NO. 808905103 13D - --------------------------------------------------------------------------------------------- NAME OF REPORTING PERSONS OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS 1 Randal J. Kirk S.S. No.: ###-##-#### - --------------------------------------------------------------------------------------------- (a) |X| 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_| - --------------------------------------------------------------------------------------------- 3 SEC USE ONLY - --------------------------------------------------------------------------------------------- SOURCE OF FUNDS* 4 PF - --------------------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 5 ITEM 2(d) or 2(e) |_| - --------------------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 United States - --------------------------------------------------------------------------------------------- SOLE VOTING POWER NUMBER OF 7 1,136,600 ---------------------------------------------------------- SHARES SHARED VOTING POWER BENEFICIALLY 8 863,400 ---------------------------------------------------------- OWNED BY SOLE DISPOSITIVE POWER EACH REPORTING 9 1,136,600 ---------------------------------------------------------- SHARED DISPOSITIVE POWER PERSON WITH 10 863,400 - --------------------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 2,000,000 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 5.20% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 IN - ---------------------------------------------------------------------------------------------
CUSIP NO. 808905103 13D - --------------------------------------------------------------------------------------------- NAME OF REPORTING PERSONS OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS 1 RJK, L.L.C. I.R.S. Identification No.: 54-1816015 - --------------------------------------------------------------------------------------------- (a) |X| 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_| - --------------------------------------------------------------------------------------------- 3 SEC USE ONLY - --------------------------------------------------------------------------------------------- SOURCE OF FUNDS* 4 OO -- Funds of members of limited liability company - --------------------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 5 ITEM 2(d) or 2(e) |_| - --------------------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 Virginia - --------------------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER ---------------------------------------------------------- SHARES SHARED VOTING POWER BENEFICIALLY 8 387,000 ---------------------------------------------------------- OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER ---------------------------------------------------------- SHARED DISPOSITIVE POWER PERSON WITH 10 387,000 - --------------------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 387,000 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 1.01% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 OO -- limited liability company - ---------------------------------------------------------------------------------------------
CUSIP NO. 808905103 13D - --------------------------------------------------------------------------------------------- NAME OF REPORTING PERSONS OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS 1 Kirkfield, L.L.C. I.R.S. Identification No.: 54-1725089 - --------------------------------------------------------------------------------------------- (a) |X| 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_| - --------------------------------------------------------------------------------------------- 3 SEC USE ONLY - --------------------------------------------------------------------------------------------- SOURCE OF FUNDS* 4 OO -- Funds of members of limited liability company - --------------------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 5 ITEM 2(d) or 2(e) |_| - --------------------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 Virginia - --------------------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER ---------------------------------------------------------- SHARES SHARED VOTING POWER BENEFICIALLY 8 225,000 ---------------------------------------------------------- OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER ---------------------------------------------------------- SHARED DISPOSITIVE POWER PERSON WITH 10 225,000 - --------------------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 225,000 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 0.58% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 OO -- limited liability company - ---------------------------------------------------------------------------------------------
CUSIP NO. 808905103 13D - --------------------------------------------------------------------------------------------- NAME OF REPORTING PERSONS OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS 1 The Kirk Family Investment Plan I.R.S. Identification No.: 54-1912927 - --------------------------------------------------------------------------------------------- (a) |X| 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_| - --------------------------------------------------------------------------------------------- 3 SEC USE ONLY - --------------------------------------------------------------------------------------------- SOURCE OF FUNDS* 4 OO -- Funds of holders of joint account - --------------------------------------------------------------------------------------------- CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 5 ITEM 2(d) or 2(e) |_| - --------------------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 6 Virginia - --------------------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER ---------------------------------------------------------- SHARES SHARED VOTING POWER BENEFICIALLY 8 251,400 ---------------------------------------------------------- OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER ---------------------------------------------------------- SHARED DISPOSITIVE POWER PERSON WITH 10 251,400 - --------------------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 251,400 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 0.65% - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON* 14 OO -- Joint account - ---------------------------------------------------------------------------------------------
Item 1. Security and Issuer. The class of equity securities to which this statement relates is the Common Stock, par value $.001 per share (the "Common Stock"), of Scios Inc., a Delaware corporation (the "Issuer"). The principal executive offices of the Issuer are located at 2450 Bayshore Parkway, Mountain View, California 94043. Item 2. Identity and Background. This statement is being filed on behalf of Randal J. Kirk, a citizen of the United States ("Mr. Kirk"), and each of the following entities that Mr. Kirk directly controls: RJK, L.L.C., a Virginia limited liability company ("RJK"), Kirkfield, L.L.C., a Virginia limited liability company ("Kirkfield"), and The Kirk Family Investment Plan, a joint account ("KFIP" and, collectively with Mr. Kirk, RJK and Kirkfield, the "Reporting Persons"). The business address of Mr. Kirk is c/o Third Security, LLC, The Governor Tyler, Radford, Virginia 24141. The principal occupation/employment of Mr. Kirk is investor. The principal business of each of RJK and Kirkfield is investment. The address of the principal office of each of RJK and Kirkfield is The Governor Tyler, Radford, Virginia 24141. The sole manager of each of RJK and Kirkfield is Mr. Kirk, whose principal office address is the same as that of RJK. The principal business of KFIP is investment. The address of the principal office of KFIP is The Governor Tyler, Radford, Virginia 24141. The joint holders of KFIP, all of whom are citizens of the United States and have the same principal office as that of KFIP, are Mr. Kirk, Donna P. Kirk, Julian P. Kirk, Martin G. Kirk and Kellie Leigh Banks. Mr. Kirk acts as attorney-in-fact for each of the other joint holders of KFIP, each of whom is a member of Mr. Kirk's immediate family. During the last five years, none of the Reporting Persons or, to the best of the Reporting Persons' knowledge, any of the managers or joint holders of the Reporting Persons, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding is or was subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. Mr. Kirk used approximately $4,870,825 of personal funds to purchase the Common Stock reported by him in Item 5(a) hereof. RJK and Kirkfield used approximately $1,404,810 and $814,685 of their respective funds of members to purchase the Common Stock reported by them in Item 5(a) hereof. KFIP used approximately $1,217,585 of funds of holders of the joint account to purchase the Common Stock reported by it in Item 5(a) hereof. Item 4. Purpose of Transaction. The Reporting Persons' purpose in purchasing the Common Stock reported in Item 5(a) hereof is for investment purposes and as described in the following paragraph. The Reporting Persons, or any of them, may purchase additional shares of Common Stock from time to time, either in the open market or in privately negotiated transactions. Any decision of the Reporting Persons to increase their holdings in Common Stock will depend, however, on numerous factors, including, without limitation, the price of shares of Common Stock, the terms and conditions related to their purchase and sale, the prospects and profitability of the Issuer, other business and investment alternatives of the Reporting Persons and general economic and market conditions. At any time, the Reporting Persons, or any of them, may determine to dispose of some or all of their holdings of Common Stock depending on those and other considerations. Although the Reporting Persons have no immediate intention to influence or direct the Issuer's affairs, modify its corporate structure or interfere with the business decisions of its management, the Reporting Persons are interested in (and have indicated such interest to the Issuer) developing possible business opportunities between the Issuer and an affiliate of the Reporting Persons including, without limitation, joint ventures, marketing arrangements and business combinations, and may wish to engage in discussions with the Issuer and/or certain of its shareholders in the future regarding one or more of these opportunities. The consummation of any such transaction could result in a change in control of the Issuer, although the transactions or business opportunities currently contemplated are unlikely to result in a change in control and no such change in control is currently contemplated. Except as set forth above, none of the Reporting Persons has any plans or proposals that relate to or would result in (a) the acquisition by any person of additional securities of the Issuer or the disposition of securities of the Issuer; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer; (c) a sale or transfer of a material amount of assets of the Issuer; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure; (g) changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an interdealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934; or (j) any action similar to any of those enumerated above. The Reporting Persons may formulate plans or proposals with respect to one or more of the foregoing in the future. Item 5. Interest in Securities of the Issuer. (a) The aggregate number and percentage of shares of Common Stock to which this statement relates is 2,000,000 shares, representing 5.20% of the 38,468,652 shares of Common Stock outstanding as reported by the Issuer on July 27, 1999. These shares of Common Stock were purchased in open market transactions. The Reporting Persons own those shares of Common Stock as follows: Number of Shares of % of Class of Name: Common Stock Common Stock - ------------------------------------------------------------- Mr. Kirk 1,136,000 2.96% RJK 387,000 1.01% Kirkfield 225,000 0.58% KFIP 251,400 0.65% Total 2,000,000 5.20% (b) Mr. Kirk has the sole power to vote or direct the vote and the sole power to dispose or to direct the disposition of the shares of Common Stock reported for him in Item 5(a) hereof. Each of the other Reporting Persons has, together with Mr. Kirk, the shared power to vote or direct the vote and the shared power to dispose or to direct the disposition of the shares of Common Stock reported for it in Item 5(a) hereof. (c) Appendix A attached hereto lists all transactions in the shares of Common Stock by the Reporting Persons during the past 60 days. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. Exhibit 7 Joint Filing Agreement. Exhibit S Powers of Attorney to Randal J. Kirk from each of Donna P. Kirk, Julian P. Kirk, Martin G. Kirk and Kellie Leigh Banks. SIGNATURE After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: July 29, 1999 /s/ Randal J. Kirk ---------------------------------------- Randal J. Kirk Date: July 29, 1999 RJK, L.L.C. By: /s/ Randal J. Kirk ---------------------------------- Randal J. Kirk Manager Date: July 29, 1999 KIRKFIELD, L.L.C. By: /s/ Randal J. Kirk ---------------------------------- Randal J. Kirk Manager Date: July 29, 1999 THE KIRK FAMILY INVESTMENT PLAN By: /s/ Randal J. Kirk ---------------------------------- Randal J. Kirk, individually and as attorney-in-fact for each of Donna P. Kirk, Julian P. Kirk, Martin G. Kirk and Kellie Leigh Banks Appendix A TRANSACTIONS EFFECTED DURING THE PAST 60 DAYS* Shares Purchased Average Price Reporting Person Date (Sold) Per Share** - -------------------------------------------------------------------------------- Randal J. Kirk 6/16/99 -- 7/20/99 1,136,600 $4.2854 RJK, L.L.C. 6/22/99 -- 7/15/99 387,000 $3.6300 Kirkfield, L.L.C. 6/22/99 -- 7/06/99 225,000 $3.6208 The Kirk Family Investment Plan 7/12/99 -- 7/16/99 251,400 $4.8432 * Unless otherwise indicated, all transactions were effected on the Nasdaq. ** Price excludes commission. EX-7 2 EXHIBIT 7 Exhibit 7 JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the persons names below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock of Scios Inc., and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, hereby execute this agreement as of the 29th day of July, 1999. Date: July 29, 1999 /s/ Randal J. Kirk ---------------------------------------- Date: July 29, 1999 RJK, L.L.C. By: /s/ Randal J. Kirk ---------------------------------- Randal J. Kirk Manager Date: July 29, 1999 KIRKFIELD, L.L.C. By: /s/ Randal J. Kirk ---------------------------------- Randal J. Kirk Manager Date: July 29, 1999 THE KIRK FAMILY INVESTMENT PLAN By: /s/ Randal J. Kirk ---------------------------------- Randal J. Kirk, individually and as attorney-in-fact for each of Donna P. Kirk, Julian P. Kirk, Martin G. Kirk and Kellie Leigh Banks EX-99 3 EXHIBIT S (POWER OF ATTORNEY) Exhibit S POWERS OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That I, Donna P. Kirk, have made, constituted and appointed, and by these presents do hereby make, constitute and appoint Randal J. Kirk, my true and lawful attorney-in-fact, and he is made, constituted and appointed, in my name, place, and stead, and on my behalf, and for my use and benefit, to exercise or perform any act, power, duty, right, or obligation whatsoever that I now have, or may hereafter acquire the legal right, power, or capacity to exercise or perform, in connection with, arising from, or relating to my interest in The Kirk Family Investment Plan, a joint account. I covenant and agree to indemnify and save harmless any and all persons, firms, or corporations who shall rely upon the power hereby granted from any damages, debts, claims or demands whatsoever, however incurred, and I hereby authorize any person, firm or corporation to rely hereon until they shall be notified in writing of my revocation hereof. I request that any bank, savings and loan association, brokerage firm or any like firm, to which this Power of Attorney is presented, to accept it in lieu of any standard form power of attorney which it might ordinarily require. I further request that any person or institution accept a photostatic copy of this Power of Attorney, in lieu of the original, after exhibit of the original. I grant to said attorney-in-fact full power and authority to do, take, and perform all and every act and thing whatsoever requisite, proper, or necessary to be done, in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, hereby ratifying and confirming all that said attorney in fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The rights, powers, and authority of said attorney-in-fact herein granted shall commence and be in full force and effect on the date I execute this General Power of Attorney, and such rights, powers, and authority shall remain in full force and effect thereafter until I give notice in writing that such power is terminated. This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of the Code of Virginia of 1950, as amended, and the authority of the attorney-in-fact herein named shall not terminate on disability of the principal. I hereby ratify and confirm all lawful acts done by my said attorneys by virtue hereof. WITNESS the following signature and seal this 25th day of September, 1998. /s/ Donna P. Kirk (SEAL) ------------------------- Donna P. Kirk COMMONWEALTH OF VIRGINIA ) ) to-wit: COUNTY OF PULASKI ) The foregoing instrument was acknowledged before me this 4th day of December, 1998, by Donna P. Kirk. /s/ Notary Public -------------------------- Notary Public My commission expires: December 31, 2001 KNOW ALL MEN BY THESE PRESENTS: That I, Julian Patrick Kirk, have made, constituted and appointed, and by these presents do hereby make, constitute and appoint Randal J. Kirk, my true and lawful attorney-in-fact, and he is made, constituted and appointed, in my name, place, and stead, and on my behalf, and for my use and benefit, to exercise or perform any act, power, duty, right, or obligation whatsoever that I now have, or may hereafter acquire the legal right, power, or capacity to exercise or perform, in connection with, arising from, or relating to my interest in The Kirk Family Investment Plan, a joint account. I covenant and agree to indemnify and save harmless any and all persons, firms, or corporations who shall rely upon the power hereby granted from any damages, debts, claims or demands whatsoever, however incurred, and I hereby authorize any person, firm or corporation to rely hereon until they shall be notified in writing of my revocation hereof. I request that any bank, savings and loan association, brokerage firm or any like firm, to which this Power of Attorney is presented, to accept it in lieu of any standard form power of attorney which it might ordinarily require. I further request that any person or institution accept a photostatic copy of this Power of Attorney, in lieu of the original, after exhibit of the original. I grant to said attorney-in-fact full power and authority to do, take, and perform all and every act and thing whatsoever requisite, proper, or necessary to be done, in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, hereby ratifying and confirming all that said attorney in fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The rights, powers, and authority of said attorney-in-fact herein granted shall commence and be in full force and effect on the date I execute this General Power of Attorney, and such rights, powers, and authority shall remain in full force and effect thereafter until I give notice in writing that such power is terminated. This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of the Code of Virginia of 1950, as amended, and the authority of the attorney-in-fact herein named shall not terminate on disability of the principal. I hereby ratify and confirm all lawful acts done by my said attorneys by virtue hereof. WITNESS the following signature and seal this 25th day of September, 1998. /s/ Julian Patrick Kirk (SEAL) ---------------------------- Julian Patrick Kirk COMMONWEALTH OF VIRGINIA ) ) to-wit: COUNTY OF PULASKI ) The foregoing instrument was acknowledged before me this 7th day of December, 1998, by Julian Patrick Kirk. /s/ Notary Public ------------------------- Notary Public My commission expires: 9/30/2000 KNOW ALL MEN BY THESE PRESENTS: That we, Randal J. Kirk and Donna P. Kirk, custodians for Martin Gregory Kirk, have made, constituted and appointed, and by these presents do hereby make, constitute and appoint Randal J. Kirk, our true and lawful attorney-in-fact, and he is made, constituted and appointed, in my name, place, and stead, and on our behalf, and for our use and benefit, to exercise or perform any act, power, duty, right, or obligation whatsoever that we now have, or may hereafter acquire the legal right, power, or capacity to exercise or perform, in connection with, arising from, or relating to my interest in The Kirk Family Investment Plan, a joint account. I covenant and agree to indemnify and save harmless any and all persons, firms, or corporations who shall rely upon the power hereby granted from any damages, debts, claims or demands whatsoever, however incurred, and I hereby authorize any person, firm or corporation to rely hereon until they shall be notified in writing of my revocation hereof. I request that any bank, savings and loan association, brokerage firm or any like firm, to which this Power of Attorney is presented, to accept it in lieu of any standard form power of attorney which it might ordinarily require. I further request that any person or institution accept a photostatic copy of this Power of Attorney, in lieu of the original, after exhibit of the original. I grant to said attorney-in-fact full power and authority to do, take, and perform all and every act and thing whatsoever requisite, proper, or necessary to be done, in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, hereby ratifying and confirming all that said attorney in fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The rights, powers, and authority of said attorney-in-fact herein granted shall commence and be in full force and effect on the date I execute this General Power of Attorney, and such rights, powers, and authority shall remain in full force and effect thereafter until I give notice in writing that such power is terminated. This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of the Code of Virginia of 1950, as amended, and the authority of the attorney-in-fact herein named shall not terminate on disability of the principal. I hereby ratify and confirm all lawful acts done by my said attorneys by virtue hereof. WITNESS the following signature and seal this 25th day of September, 1998. /s/ Randal J. Kirk (SEAL) -------------------------------- Randal J. Kirk, Custodian for Martin Gregory Kirk /s/ Donna P. Kirk (SEAL) ------------------------------ Donna P. Kirk, Custodian for Martin Gregory Kirk COMMONWEALTH OF VIRGINIA ) ) to-wit: COUNTY OF PULASKI ) The foregoing instrument was acknowledged before me this 7th day of Dec., 1998, by Randal J. Kirk, custodian for Martin Gregory Kirk. /s/ Notary Public ------------------------- Notary Public My commission expires: 9/30/2000 COMMONWEALTH OF VIRGINIA ) ) to-wit: COUNTY OF PULASKI ) The foregoing instrument was acknowledged before me this 4th day of December, 1998, by Donna P. Kirk, custodian for Martin Gregory Kirk. /s/ Notary Public ----------------------------- Notary Public My commission expires: December 31, 2001 KNOW ALL MEN BY THESE PRESENTS: That I, Donna P. Kirk, custodian for Kellie Leigh Banks, have made, constituted and appointed, and by these presents do hereby make, constitute and appoint Randal J. Kirk, my true and lawful attorney-in-fact, and he is made, constituted and appointed, in my name, place, and stead, and on my behalf, and for my use and benefit, to exercise or perform any act, power, duty, right, or obligation whatsoever that I now have, or may hereafter acquire the legal right, power, or capacity to exercise or perform, in connection with, arising from, or relating to my interest in The Kirk Family Investment Plan, a joint account. I covenant and agree to indemnify and save harmless any and all persons, firms, or corporations who shall rely upon the power hereby granted from any damages, debts, claims or demands whatsoever, however incurred, and I hereby authorize any person, firm or corporation to rely hereon until they shall be notified in writing of my revocation hereof. I request that any bank, savings and loan association, brokerage firm or any like firm, to which this Power of Attorney is presented, to accept it in lieu of any standard form power of attorney which it might ordinarily require. I further request that any person or institution accept a photostatic copy of this Power of Attorney, in lieu of the original, after exhibit of the original. I grant to said attorney-in-fact full power and authority to do, take, and perform all and every act and thing whatsoever requisite, proper, or necessary to be done, in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, hereby ratifying and confirming all that said attorney in fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The rights, powers, and authority of said attorney-in-fact herein granted shall commence and be in full force and effect on the date I execute this General Power of Attorney, and such rights, powers, and authority shall remain in full force and effect thereafter until I give notice in writing that such power is terminated. This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of the Code of Virginia of 1950, as amended, and the authority of the attorney-in-fact herein named shall not terminate on disability of the principal. I hereby ratify and confirm all lawful acts done by my said attorneys by virtue hereof. WITNESS the following signature and seal this 25th day of September, 1998. /s/ Donna P. Kirk (SEAL) ------------------------------- Donna P. Kirk COMMONWEALTH OF VIRGINIA ) ) to-wit: COUNTY OF PULASKI ) The foregoing instrument was acknowledged before me this 4th day of December, 1998, by Donna P. Kirk. /s/ Notary Public ------------------------------- Notary Public My commission expires: December 31, 2001 -----END PRIVACY-ENHANCED MESSAGE-----