<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________
Form 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
August 9, 2000
Date of Report (Date of
earliest event reported)
IMMUNEX CORPORATION
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Washington 0-12406 51-0346580
---------------------------- --------------------- -------------------
(State or Other Jurisdiction (Commission File No.) (IRS Employer
of Incorporation) Identification No.)
51 University Street, Seattle, Washington 98101
--------------------------------------------------------------------------------
(Address of Principal Executive Office) (Zip Code)
(206) 587-0430
--------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
None
--------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events
On August 9, 2000, Immunex Corporation announced that it had filed a Form
S-3 shelf registration statement with the Securities and Exchange Commission for
the sale of up to 70 million shares of Immunex common stock by it and American
Home Products Corporation (AHP), its principal shareholder. In addition, Immunex
and AHP announced a number of new business arrangements and agreements between
the two companies, including an amendment to Immunex's existing governance
agreement. Copies of the press releases relating to these announcements and the
governance agreement amendment were previously filed and are incorporated by
reference into this amended report. Copies of three additional agreements
between Immunex and AHP are filed with this amended report.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
10.1* Amendment No. 2 to Amended and Restated Governance Agreement
among Lederle Oncology Corporation, American Cyanamid Company and
Immunex Corporation dated as of August 9, 2000
10.2 Memorandum of Understanding for Helix Project Financing Guaranty
between Immunex Corporation and American Home Products
Corporation dated August 9, 2000
10.3 Letter Agreement Regarding Shelf Registration Statement between
Immunex Corporation and American Home Products Corporation dated
August 9, 2000
10.4 Memorandum of Understanding Regarding Greenwich Holding's West
Greenwich, RI Biopharmaceuticals Facility between Immunex
Corporation and American Home Products Corporation dated August
9, 2000
99.1* Immunex Corporation Press Release Dated August 9, 2000
PAGE 2
<PAGE>
99.2* Immunex Corporation and American Home Products Corporation Joint
Press Release Dated August 9, 2000
--------------
* Previously filed.
PAGE 3
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amended report to be signed on its behalf by the
undersigned hereunto duly authorized.
IMMUNEX CORPORATION
Dated: August 29, 2000 By /s/ David A. Mann
--------------------------------------
Name: David A. Mann
Its: Senior Vice President, Chief
Financial Officer and Treasurer
PAGE 4
<PAGE>
EXHIBIT INDEX
Exhibit Number Description
-------------- -----------
10.1* Amendment No. 2 to Amended and Restated Governance Agreement
among Lederle Oncology Corporation, American Cyanamid Company
and Immunex Corporation dated as of August 9, 2000
10.2 Memorandum of Understanding for Helix Project Financing
Guaranty between Immunex Corporation and American Home
Products Corporation dated August 9, 2000
10.3 Letter Agreement Regarding Shelf Registration Statement
between Immunex Corporation and American Home Products
Corporation dated August 9, 2000
10.4 Memorandum of Understanding Regarding Greenwich Holding's West
Greenwich, RI Biopharmaceuticals Facility between Immunex
Corporation and American Home Products Corporation dated
August 9, 2000
99.1* Immunex Corporation Press Release Dated August 9, 2000
99.2* Immunex Corporation and American Home Products Corporation
Joint Press Release Dated August 9, 2000
-----------------
* Previously filed.
PAGE 5
