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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): September 6, 2000
PHARMACOPEIA, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-27188 33-0557266
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
CN5350, Princeton, New Jersey 08543-5350
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (609) 452-3600
Not Applicable
(Former name or former address, if changed from last report)
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Item 2. ACQUISITION OR DISPOSITION OF ASSETS.
(a) On September 6, 2000, Pharmacopeia, Inc. ("Pharmacopeia"), through
its wholly-owned subsidiary, Molecular Simulations Incorporated, completed its
acquisition (the "Acquisition") of the software subsidiaries of Oxford Molecular
Group Plc (the "Subsidiaries") pursuant to the previously announced purchase
agreement (the "Purchase Agreement") dated August 8, 2000.
Upon consummation of the Purchase Agreement, Pharmacopeia acquired the
entire issued share capital of Oxford Molecular Limited and Chemical Design
Holdings Plc and all the outstanding stock of Oxford Molecular Group, Inc., for
approximately $27,000,000, comprised of cash and the assumption of certain
liabilities.
The foregoing description of the Purchase Agreement is qualified in its
entirety by reference to the Purchase Agreement, together with the respective
exhibits thereto, listed as Exhibit 2 hereto, which was filed as Exhibit 2 to
Pharmacopeia's Current Report on Form 8-K filed with the Securities and Exchange
Commission on August 16, 2000, and is incorporated herein by reference.
Fees, expenses and other costs related to the Acquisition are expected
to be funded by Pharmacopeia from a combination of available cash and cash
equivalents.
A copy of the press release of Pharmacopeia announcing completion of
the Acquisition is filed as an exhibit hereto and is incorporated herein by
reference.
(b) Assets constituting plant, equipment or other physical property
acquired by Pharmacopeia in the Acquisition were used by the Subsidiaries in the
design and marketing of bioinformatics and cheminformatics products for the
pharmaceutical, biotechnology and chemical industries. Pharmacopeia currently
intends to use these assets in the same manner in which they were used prior to
the Acquisition.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Business Acquired.
Financial Statements required by this item are omitted in accordance
with the provisions of paragraph (a)(4) of this item and will be filed by
amendment as soon as practicable but not later than 60 days after the date that
this report must be filed.
(b) Pro Forma Financial Information.
Financial Statements required by this item are omitted in accordance
with the provisions of paragraph (a)(4) of this item and will be filed by
amendment as soon as practicable but not later than 60 days after the date that
this report must be filed.
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(c) Exhibits.
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Exhibit Number Description
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2 Agreement for the sale and purchase of the entire
issued share capital of Oxford Molecular Limited and
Chemical Design Holdings plc and all the outstanding
stock of Oxford Molecular Group, Inc. dated August 8,
2000 between Oxford Molecular Group Plc, Molecular
Simulations, Inc. and Pharmacopeia, Inc. (Filed as an
exhibit to Pharmacopeia's Current Report on Form 8-K
filed with the Securities and Exchange Commission on
August 16, 2000, and incorporated herein by
reference.)
99 Text of press release, dated September 6, 2000,
issued by Pharmacopeia, Inc.
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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.
PHARMACOPEIA, INC.
By: /s/ Bruce C. Myers
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Bruce C. Myers, Executive Vice
President and Chief Financial Officer
(Duly Authorized Officer and Chief
Accounting Officer)
Date: September 20, 2000
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EXHIBIT INDEX
Exhibit
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2 Agreement for the sale and purchase of the entire issued share
capital of Oxford Molecular Limited and Chemical Design Holdings
plc and all the outstanding stock of Oxford Molecular Group, Inc.
dated August 8, 2000 between Oxford Molecular Group Plc, Molecular
Simulations, Inc. and Pharmacopeia, Inc. (Filed as an exhibit to
Pharmacopeia's Current Report on Form 8-K filed with the Securities
and Exchange Commission on August 16, 2000, and incorporated herein
by reference.)
99 Text of press release, dated September 6, 2000, issued by
Pharmacopeia, Inc.
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