8-K 1 f65194e8-k.txt CURRENT REPORT 1 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): September 13, 2000 AXYS PHARMACEUTICALS, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 000-22788 22-2969941 ---------------------------- ------------------------ ---------------------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification Number) 180 Kimball Way South San Francisco, CA 94080 --------------------------------------------------- (Address of principal executive offices) (Zip Code) (650) 829-1000 ---------------------------------------------------- (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS In a press release dated September 13, 2000, Axys Pharmaceuticals, Inc. (the "Company") announced that it is filing a supplement to its shelf registration statement with the Securities and Exchange Commission for a public offering of up to $20,000,000 aggregate principal amount of a new series of fixed rate convertible notes and warrants to purchase shares of its common stock. The press release, forms of certain agreements relating to the public offering, the consolidated financial statements of Discovery Partners International, Inc., in which the Company owns a minority interest, and the interim financial statements of Discovery Partners International, Inc. for the quarter ended June 30, 2000 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 Form of Note Purchase Agreement 4.1 Form of Indenture 4.2 Form of Supplemental Indenture 4.3 Form of Common Stock Purchase Warrant 20.1 Press Release, dated September 13, 2000, of Axys Pharmaceuticals, Inc. 20.2 Consolidated financial statements of Discovery Partners International, Inc. 20.3 Interim financial statements of Discovery Partners International, Inc. 23.1 Consent of Ernst & Young, LLP, independent auditors 3 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 13, 2000 AXYS PHARMACEUTICALS, INC. By: /s/ William J. Newell -------------------------------------- William J. Newell Senior Vice President