<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 26, 2000
REGISTRATION NO. 333-______
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
---------------
APPLIED MOLECULAR EVOLUTION, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 33-0374014
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
3520 DUNHILL STREET
SAN DIEGO, CALIFORNIA 92121
(858) 597-4990
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF REGISTRANT'S PRINCIPAL
EXECUTIVE OFFICES)
---------------------------------
WILLIAM D. HUSE, M.D., PH.D.
PRESIDENT AND CHIEF EXECUTIVE OFFICER
3520 DUNHILL STREET, SAN DIEGO, CALIFORNIA 92121
(858) 597-4990
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER,
INCLUDING AREA CODE, OF AGENT FOR SERVICE)
---------------------------------
COPIES TO:
THOMAS E. SPARKS, JR., ESQ. JOEL M. BERNSTEIN, ESQ.
DEAN M. POULAKIDAS, ESQ. MCDERMOTT, WILL & EMERY
ALAN G. SMITH, ESQ. 2049 CENTURY PARK EAST
PILLSBURY MADISON & SUTRO LLP LOS ANGELES, CA 90067
P.O. BOX 7880 (650) 493-9300
SAN FRANCISCO, CALIFORNIA 94120
(415) 983-1000
---------------------------------
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
As soon as practicable after this Registration Statement becomes effective.
If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box: [ ]
If any of the securities being registered on this Form are to be offered
on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box: [ ]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [X] 333-36830
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering: ______
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box: [ ]
CALCULATION OF REGISTRATION FEE
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PROPOSED PROPOSED
MAXIMUM MAXIMUM
OFFERING AGGREGATE AMOUNT OF
TITLE OF EACH CLASS OF AMOUNT TO BE PRICE PER OFFERING REGISTRATION
SECURITIES TO BE REGISTERED REGISTERED(1) SHARE(2) PRICE(2) FEE
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<S> <C> <C> <C> <C>
Common Stock, $0.001 par value 10,625,000 $16.00 $17,000,000 $4,488.00
shares
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(1) Includes 159,375 shares that the Underwriters have the option to purchase
to cover over-allotments, if any.
(2) Estimated solely for the purpose of calculating the registration fee.
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INCORPORATION OF CERTAIN INFORMATION BY REFERENCE
This Registration Statement is filed with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), by Applied Molecular Evolution, Inc. (the "Company"),
pursuant to Rule 462(b) under the Act. This Registration Statement incorporates
by reference the contents of the Registration Statement on Form S-1 (File No.
333-36830) relating to the offering of up to 4,312,500 shares of Common Stock
of the Company.
CERTIFICATION
The Company hereby certifies to the Commission that (i) it has
instructed its bank to pay the Commission the filing fee set forth on the cover
page of this Registration Statement by a wire transfer of such amount to the
Commission's account at Mellon Bank as soon as practicable (but no later than
the close of business on July 27, 2000), (ii) it will not revoke such
instructions, (iii) it has sufficient funds in the relevant account to cover the
amount of such filing fee and (iv) it will confirm receipt of such instructions
by the bank during regular business hours on July 27, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of San Diego,
State of California, on the 26th day of July, 2000.
APPLIED MOLECULAR EVOLUTION, INC.
By /s/ William D. Huse, M.D., Ph.D.
------------------------------------
William D. Huse, M.D., Ph.D.
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
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<CAPTION>
Name Title
---- -----
<S> <C> <C>
/s/ William D. Huse, M.D., Ph.D. Chief Executive Officer, July 26, 2000
----------------------------------- President and Director
William D. Huse, M.D., Ph.D. (Principal Executive Officer)
* Chief Financial Officer July 26, 2000
----------------------------------- (Principal Financial and
Lawrence E. Bloch, M.D., J.D. Accounting Officer)
* Director July 26, 2000
-----------------------------------
Costa G. Sevastopoulos, Ph.D.
* Director July 26, 2000
-----------------------------------
James J. Bochnowski
* Director July 26,, 2000
-----------------------------------
Peter K. Hilal, M.D.
* Director July 26, 2000
-----------------------------------
James G. Morris
*By /s/ William D. Huse, M.D., Ph.D.
----------------------------------
William D. Huse, M.D., Ph.D.
Attorney-in-Fact
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EXHIBIT INDEX
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<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
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<S> <C>
5.1 Opinion of Pillsbury Madison & Sutro LLP (incorporated by
reference to Exhibit 5.1 to the Registrant's Registration
Statement on Form S-1 (File No. 333-36830).
23.1 Consent of Ernst & Young LLP, independent auditors.
23.2 Consent of Pillsbury Madison & Sutro LLP (included in its opinion
filed as Exhibit 5.1 to the Registrant's Registration Statement
on Form S-1 (File No. 333-36830)).
</TABLE>
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