Prospectus Supplement
(to Prospectus dated August 12, 1999)
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XOMA Ltd.
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o All of the common shares offered by the attached o This supplement updates certain
prospectus and this supplement are being information relating to the
offered by certain of our shareholders, who will circumstances of issuance (but not the
receive all of the proceeds. These shares have total number) of certain
already been registered for resale on our of the common shares.
registration statement no. 333-84585, filed in
August 1999. o Our common shares are listed on the
Nasdaq National Market under the symbol
"XOMA." The last reported sale price
for the common shares on May 8, 2000 was
US$ 4 3/8 per share.
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This investment involves a high degree of risk. Consider carefully the risk
factors beginning on page 3 of the attached prospectus before you invest.
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Neither the SEC nor any state securities commission has approved these
securities or determined that this prospectus is accurate or complete. Any
representation to the contrary is a criminal offense.
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The date of this prospectus supplement is May 9, 2000
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SELLING SHAREHOLDERS
The following table sets forth certain information regarding the ownership
of common shares by one of the selling shareholders as of March 31, 2000, and
the number of common shares covered by the attached prospectus and this
supplement:
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Ownership
Ownership of Common Shares
of Common Shares after the Offering (Assuming all
prior to the Offering Shares Offered are sold)
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Number
Name of Number of Shares Number of Percent
Selling Shareholder of Shares Offered Shares of Class
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Genentech, Inc. 3,661,200 (1) 2,000,000 (2) 1,661,200 2.4%
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(1) Includes 3,611,200 shares issuable upon conversion of the entire amount of
principal and accrued interest outstanding as of March 31, 2000
(approximately $34.05 million) under the convertible subordinated notes
held by Genentech at a conversion price per share of $9.43. If these notes
were converted as of the date of this prospectus supplement, the conversion
price per share would be $4.82.
(2) Consists of shares issuable in the event of certain regulatory approvals,
payment defaults, prepayments and other circumstances either (i) upon
conversion of Series B Preference Shares issuable upon conversion of the
convertible subordinated notes held by Genentech (see "Description of Share
Capital - Preference Shares - The Series B Preference Shares") or (ii)
directly from time to time for immediate sale by Genentech to third parties
at prevailing market prices, the proceeds of which will be applied to
prepay such convertible notes.
WHERE YOU CAN GET MORE INFORMATION
You should read the attached prospectus for more information about XOMA and
the common shares. The attached prospectus is part of a registration statement
that we have filed with the SEC. The registration statement contains exhibits
and other information not included in this supplement or the attached
prospectus. At your request, we will provide you, without charge, a copy of any
documents incorporated by reference in, or included as exhibits to, our
registration statement. If you would like more information, write or call us at:
XOMA Ltd.
2910 Seventh Street
Berkeley, CA 94710
Telephone: (510) 644-1170
XOMA files annual, quarterly and current reports, proxy statements and
other information with the SEC. You may read and copy any reports, statements
and other information we file at the SEC's public reference room in Washington
D.C. You can request copies of these documents, upon payment of a duplicating
fee, by writing to the SEC. Please call the SEC at 1-800-SEC-0330 for further
information on the operation of the public reference rooms. XOMA's SEC filings
are also available to the public on the SEC Internet site at http://www.sec.gov.
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