SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
SCIOS INC.
(Name of Issuer)
COMMON STOCK
(Title of class of securities)
808905103
(CUSIP NUMBER)
Third Security, LLC
The Governor Tyler
Radford, Virginia 24141
Attention: Marcus E. Smith, Esq.
Telephone No.: 540-731-3344
(Name, address and telephone number of person authorized to
receive notices and communications)
Copy to:
John Owen Gwathmey, Esq.
Hunton & Williams
Riverfront Plaza, East Tower
951 East Byrd Street
Richmond, Virginia 23219
July 20, 1999
(Date of event which requires filing of this statement)
If the filing person has previously filed a statement
on Schedule 13G to report the acquisition which is the
subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4),
check the following box [ ].
<PAGE>
CUSIP NO. 808905103 13D
<TABLE>
<S> <C>
- ---------------------------------------------------------------------------------------------
NAME OF REPORTING PERSONS
OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
1 Randal J. Kirk S.S. No.: ###-##-####
- ---------------------------------------------------------------------------------------------
(a) |X|
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_|
- ---------------------------------------------------------------------------------------------
3 SEC USE ONLY
- ---------------------------------------------------------------------------------------------
SOURCE OF FUNDS*
4 PF
- ---------------------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEM 2(d) or 2(e) |_|
- ---------------------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6 United States
- ---------------------------------------------------------------------------------------------
SOLE VOTING POWER
NUMBER OF 7 1,136,600
----------------------------------------------------------
SHARES SHARED VOTING POWER
BENEFICIALLY 8 863,400
----------------------------------------------------------
OWNED BY SOLE DISPOSITIVE POWER
EACH REPORTING 9 1,136,600
----------------------------------------------------------
SHARED DISPOSITIVE POWER
PERSON WITH 10 863,400
- ---------------------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 2,000,000
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 5.20%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14 IN
- ---------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
CUSIP NO. 808905103 13D
<TABLE>
<S> <C>
- ---------------------------------------------------------------------------------------------
NAME OF REPORTING PERSONS
OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
1 RJK, L.L.C. I.R.S. Identification No.: 54-1816015
- ---------------------------------------------------------------------------------------------
(a) |X|
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_|
- ---------------------------------------------------------------------------------------------
3 SEC USE ONLY
- ---------------------------------------------------------------------------------------------
SOURCE OF FUNDS*
4 OO -- Funds of members of limited liability company
- ---------------------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEM 2(d) or 2(e) |_|
- ---------------------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6 Virginia
- ---------------------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
----------------------------------------------------------
SHARES SHARED VOTING POWER
BENEFICIALLY 8 387,000
----------------------------------------------------------
OWNED BY
EACH REPORTING 9 SOLE DISPOSITIVE POWER
----------------------------------------------------------
SHARED DISPOSITIVE POWER
PERSON WITH 10 387,000
- ---------------------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 387,000
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 1.01%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14 OO -- limited liability company
- ---------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
CUSIP NO. 808905103 13D
<TABLE>
<S> <C>
- ---------------------------------------------------------------------------------------------
NAME OF REPORTING PERSONS
OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
1 Kirkfield, L.L.C. I.R.S. Identification No.: 54-1725089
- ---------------------------------------------------------------------------------------------
(a) |X|
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_|
- ---------------------------------------------------------------------------------------------
3 SEC USE ONLY
- ---------------------------------------------------------------------------------------------
SOURCE OF FUNDS*
4 OO -- Funds of members of limited liability company
- ---------------------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEM 2(d) or 2(e) |_|
- ---------------------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6 Virginia
- ---------------------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
----------------------------------------------------------
SHARES SHARED VOTING POWER
BENEFICIALLY 8 225,000
----------------------------------------------------------
OWNED BY
EACH REPORTING 9 SOLE DISPOSITIVE POWER
----------------------------------------------------------
SHARED DISPOSITIVE POWER
PERSON WITH 10 225,000
- ---------------------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 225,000
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 0.58%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14 OO -- limited liability company
- ---------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
CUSIP NO. 808905103 13D
<TABLE>
<S> <C>
- ---------------------------------------------------------------------------------------------
NAME OF REPORTING PERSONS
OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
1 The Kirk Family Investment Plan I.R.S. Identification No.: 54-1912927
- ---------------------------------------------------------------------------------------------
(a) |X|
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (b) |_|
- ---------------------------------------------------------------------------------------------
3 SEC USE ONLY
- ---------------------------------------------------------------------------------------------
SOURCE OF FUNDS*
4 OO -- Funds of holders of joint account
- ---------------------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
5 ITEM 2(d) or 2(e) |_|
- ---------------------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6 Virginia
- ---------------------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
----------------------------------------------------------
SHARES SHARED VOTING POWER
BENEFICIALLY 8 251,400
----------------------------------------------------------
OWNED BY
EACH REPORTING 9 SOLE DISPOSITIVE POWER
----------------------------------------------------------
SHARED DISPOSITIVE POWER
PERSON WITH 10 251,400
- ---------------------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 251,400
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_|
- --------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 0.65%
- --------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14 OO -- Joint account
- ---------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
Item 1. Security and Issuer.
The class of equity securities to which this statement relates is the
Common Stock, par value $.001 per share (the "Common Stock"), of Scios Inc., a
Delaware corporation (the "Issuer"). The principal executive offices of the
Issuer are located at 2450 Bayshore Parkway, Mountain View, California 94043.
Item 2. Identity and Background.
This statement is being filed on behalf of Randal J. Kirk, a citizen of
the United States ("Mr. Kirk"), and each of the following entities that Mr. Kirk
directly controls: RJK, L.L.C., a Virginia limited liability company ("RJK"),
Kirkfield, L.L.C., a Virginia limited liability company ("Kirkfield"), and The
Kirk Family Investment Plan, a joint account ("KFIP" and, collectively with Mr.
Kirk, RJK and Kirkfield, the "Reporting Persons").
The business address of Mr. Kirk is c/o Third Security, LLC, The Governor
Tyler, Radford, Virginia 24141. The principal occupation/employment of Mr. Kirk
is investor.
The principal business of each of RJK and Kirkfield is investment. The
address of the principal office of each of RJK and Kirkfield is The Governor
Tyler, Radford, Virginia 24141. The sole manager of each of RJK and Kirkfield is
Mr. Kirk, whose principal office address is the same as that of RJK.
The principal business of KFIP is investment. The address of the
principal office of KFIP is The Governor Tyler, Radford, Virginia 24141. The
joint holders of KFIP, all of whom are citizens of the United States and have
the same principal office as that of KFIP, are Mr. Kirk, Donna P. Kirk, Julian
P. Kirk, Martin G. Kirk and Kellie Leigh Banks. Mr. Kirk acts as
attorney-in-fact for each of the other joint holders of KFIP, each of whom is a
member of Mr. Kirk's immediate family.
During the last five years, none of the Reporting Persons or, to the best
of the Reporting Persons' knowledge, any of the managers or joint holders of the
Reporting Persons, has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) or been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding is or was subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
Mr. Kirk used approximately $4,870,825 of personal funds to purchase the
Common Stock reported by him in Item 5(a) hereof. RJK and Kirkfield used
approximately $1,404,810 and $814,685 of their respective funds of members to
purchase the Common Stock reported by them in Item 5(a) hereof. KFIP used
approximately $1,217,585 of funds of holders of the joint account to purchase
the Common Stock reported by it in Item 5(a) hereof.
<PAGE>
Item 4. Purpose of Transaction.
The Reporting Persons' purpose in purchasing the Common Stock reported in
Item 5(a) hereof is for investment purposes and as described in the following
paragraph. The Reporting Persons, or any of them, may purchase additional shares
of Common Stock from time to time, either in the open market or in privately
negotiated transactions. Any decision of the Reporting Persons to increase their
holdings in Common Stock will depend, however, on numerous factors, including,
without limitation, the price of shares of Common Stock, the terms and
conditions related to their purchase and sale, the prospects and profitability
of the Issuer, other business and investment alternatives of the Reporting
Persons and general economic and market conditions. At any time, the Reporting
Persons, or any of them, may determine to dispose of some or all of their
holdings of Common Stock depending on those and other considerations.
Although the Reporting Persons have no immediate intention to influence or
direct the Issuer's affairs, modify its corporate structure or interfere with
the business decisions of its management, the Reporting Persons are interested
in (and have indicated such interest to the Issuer) developing possible business
opportunities between the Issuer and an affiliate of the Reporting Persons
including, without limitation, joint ventures, marketing arrangements and
business combinations, and may wish to engage in discussions with the Issuer
and/or certain of its shareholders in the future regarding one or more of these
opportunities. The consummation of any such transaction could result in a change
in control of the Issuer, although the transactions or business opportunities
currently contemplated are unlikely to result in a change in control and no such
change in control is currently contemplated.
Except as set forth above, none of the Reporting Persons has any plans or
proposals that relate to or would result in (a) the acquisition by any person of
additional securities of the Issuer or the disposition of securities of the
Issuer; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer; (c) a sale or transfer of a
material amount of assets of the Issuer; (d) any change in the present board of
directors or management of the Issuer, including any plans or proposals to
change the number or term of directors or to fill any existing vacancies on the
board; (e) any material change in the present capitalization or dividend policy
of the Issuer; (f) any other material change in the Issuer's business or
corporate structure; (g) changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Issuer by any person; (h) causing a class of securities of the
Issuer to be delisted from a national securities exchange or to cease to be
authorized to be quoted in an interdealer quotation system of a registered
national securities association; (i) a class of equity securities of the Issuer
becoming eligible for termination of registration pursuant to Section 12(g)(4)
of the Securities Exchange Act of 1934; or (j) any action similar to any of
those enumerated above. The Reporting Persons may formulate plans or proposals
with respect to one or more of the foregoing in the future.
<PAGE>
Item 5. Interest in Securities of the Issuer.
(a) The aggregate number and percentage of shares of Common Stock to which this
statement relates is 2,000,000 shares, representing 5.20% of the 38,468,652
shares of Common Stock outstanding as reported by the Issuer on July 27, 1999.
These shares of Common Stock were purchased in open market transactions. The
Reporting Persons own those shares of Common Stock as follows:
Number of Shares of % of Class of
Name: Common Stock Common Stock
- -------------------------------------------------------------
Mr. Kirk 1,136,000 2.96%
RJK 387,000 1.01%
Kirkfield 225,000 0.58%
KFIP 251,400 0.65%
Total 2,000,000 5.20%
(b) Mr. Kirk has the sole power to vote or direct the vote and the sole power to
dispose or to direct the disposition of the shares of Common Stock reported for
him in Item 5(a) hereof. Each of the other Reporting Persons has, together with
Mr. Kirk, the shared power to vote or direct the vote and the shared power to
dispose or to direct the disposition of the shares of Common Stock reported for
it in Item 5(a) hereof.
(c) Appendix A attached hereto lists all transactions in the shares of Common
Stock by the Reporting Persons during the past 60 days.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
Exhibit 7 Joint Filing Agreement.
Exhibit S Powers of Attorney to Randal J. Kirk from each of Donna P.
Kirk, Julian P. Kirk, Martin G. Kirk and Kellie Leigh Banks.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief,
the undersigned certify that the information set forth in this statement is
true, complete and correct.
Date: July 29, 1999 /s/ Randal J. Kirk
----------------------------------------
Randal J. Kirk
Date: July 29, 1999 RJK, L.L.C.
By: /s/ Randal J. Kirk
----------------------------------
Randal J. Kirk
Manager
Date: July 29, 1999 KIRKFIELD, L.L.C.
By: /s/ Randal J. Kirk
----------------------------------
Randal J. Kirk
Manager
Date: July 29, 1999 THE KIRK FAMILY INVESTMENT PLAN
By: /s/ Randal J. Kirk
----------------------------------
Randal J. Kirk, individually and as
attorney-in-fact for each of Donna P.
Kirk, Julian P. Kirk, Martin G. Kirk
and Kellie Leigh Banks
<PAGE>
Appendix A
TRANSACTIONS EFFECTED DURING THE PAST 60 DAYS*
Shares Purchased Average Price
Reporting Person Date (Sold) Per Share**
- --------------------------------------------------------------------------------
Randal J. Kirk 6/16/99 -- 7/20/99 1,136,600 $4.2854
RJK, L.L.C. 6/22/99 -- 7/15/99 387,000 $3.6300
Kirkfield, L.L.C. 6/22/99 -- 7/06/99 225,000 $3.6208
The Kirk Family
Investment Plan 7/12/99 -- 7/16/99 251,400 $4.8432
* Unless otherwise indicated, all transactions were effected on the Nasdaq.
** Price excludes commission.
Exhibit 7
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) promulgated under the Securities Exchange
Act of 1934, as amended, the persons names below agree to the joint filing on
behalf of each of them a Statement on Schedule 13D (including amendments
thereto) with regard to the common stock of Scios Inc., and further agree that
this Joint Filing Agreement be included as an Exhibit to such joint filings. In
evidence thereof, the undersigned, being duly authorized, hereby execute this
agreement as of the 29th day of July, 1999.
Date: July 29, 1999 /s/ Randal J. Kirk
----------------------------------------
Date: July 29, 1999 RJK, L.L.C.
By: /s/ Randal J. Kirk
----------------------------------
Randal J. Kirk
Manager
Date: July 29, 1999 KIRKFIELD, L.L.C.
By: /s/ Randal J. Kirk
----------------------------------
Randal J. Kirk
Manager
Date: July 29, 1999 THE KIRK FAMILY INVESTMENT PLAN
By: /s/ Randal J. Kirk
----------------------------------
Randal J. Kirk, individually and as
attorney-in-fact for each of Donna P.
Kirk, Julian P. Kirk, Martin G. Kirk
and Kellie Leigh Banks
Exhibit S
POWERS OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That I, Donna P. Kirk, have made, constituted and appointed, and by these
presents do hereby make, constitute and appoint Randal J. Kirk, my true and
lawful attorney-in-fact, and he is made, constituted and appointed, in my name,
place, and stead, and on my behalf, and for my use and benefit, to exercise or
perform any act, power, duty, right, or obligation whatsoever that I now have,
or may hereafter acquire the legal right, power, or capacity to exercise or
perform, in connection with, arising from, or relating to my interest in The
Kirk Family Investment Plan, a joint account.
I covenant and agree to indemnify and save harmless any and all persons,
firms, or corporations who shall rely upon the power hereby granted from any
damages, debts, claims or demands whatsoever, however incurred, and I hereby
authorize any person, firm or corporation to rely hereon until they shall be
notified in writing of my revocation hereof.
I request that any bank, savings and loan association, brokerage firm or
any like firm, to which this Power of Attorney is presented, to accept it in
lieu of any standard form power of attorney which it might ordinarily require. I
further request that any person or institution accept a photostatic copy of this
Power of Attorney, in lieu of the original, after exhibit of the original.
I grant to said attorney-in-fact full power and authority to do, take, and
perform all and every act and thing whatsoever requisite, proper, or necessary
to be done, in the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as I might or could do if personally present,
hereby ratifying and confirming all that said attorney in fact shall lawfully do
or cause to be done by virtue of this power of attorney and the rights and
powers herein granted.
The rights, powers, and authority of said attorney-in-fact herein granted
shall commence and be in full force and effect on the date I execute this
General Power of Attorney, and such rights, powers, and authority shall remain
in full force and effect thereafter until I give notice in writing that such
power is terminated.
This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of
the Code of Virginia of 1950, as amended, and the authority of the
attorney-in-fact herein named shall not terminate on disability of the
principal.
I hereby ratify and confirm all lawful acts done by my said attorneys by
virtue hereof.
WITNESS the following signature and seal this 25th day of September, 1998.
/s/ Donna P. Kirk (SEAL)
-------------------------
Donna P. Kirk
<PAGE>
COMMONWEALTH OF VIRGINIA )
) to-wit:
COUNTY OF PULASKI )
The foregoing instrument was acknowledged before me this 4th day of
December, 1998, by Donna P. Kirk.
/s/ Notary Public
--------------------------
Notary Public
My commission expires:
December 31, 2001
<PAGE>
KNOW ALL MEN BY THESE PRESENTS:
That I, Julian Patrick Kirk, have made, constituted and appointed, and by
these presents do hereby make, constitute and appoint Randal J. Kirk, my true
and lawful attorney-in-fact, and he is made, constituted and appointed, in my
name, place, and stead, and on my behalf, and for my use and benefit, to
exercise or perform any act, power, duty, right, or obligation whatsoever that I
now have, or may hereafter acquire the legal right, power, or capacity to
exercise or perform, in connection with, arising from, or relating to my
interest in The Kirk Family Investment Plan, a joint account.
I covenant and agree to indemnify and save harmless any and all persons,
firms, or corporations who shall rely upon the power hereby granted from any
damages, debts, claims or demands whatsoever, however incurred, and I hereby
authorize any person, firm or corporation to rely hereon until they shall be
notified in writing of my revocation hereof.
I request that any bank, savings and loan association, brokerage firm or
any like firm, to which this Power of Attorney is presented, to accept it in
lieu of any standard form power of attorney which it might ordinarily require. I
further request that any person or institution accept a photostatic copy of this
Power of Attorney, in lieu of the original, after exhibit of the original.
I grant to said attorney-in-fact full power and authority to do, take, and
perform all and every act and thing whatsoever requisite, proper, or necessary
to be done, in the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as I might or could do if personally present,
hereby ratifying and confirming all that said attorney in fact shall lawfully do
or cause to be done by virtue of this power of attorney and the rights and
powers herein granted.
The rights, powers, and authority of said attorney-in-fact herein granted
shall commence and be in full force and effect on the date I execute this
General Power of Attorney, and such rights, powers, and authority shall remain
in full force and effect thereafter until I give notice in writing that such
power is terminated.
This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of
the Code of Virginia of 1950, as amended, and the authority of the
attorney-in-fact herein named shall not terminate on disability of the
principal.
I hereby ratify and confirm all lawful acts done by my said attorneys by
virtue hereof.
WITNESS the following signature and seal this 25th day of September, 1998.
/s/ Julian Patrick Kirk (SEAL)
----------------------------
Julian Patrick Kirk
<PAGE>
COMMONWEALTH OF VIRGINIA )
) to-wit:
COUNTY OF PULASKI )
The foregoing instrument was acknowledged before me this 7th day of
December, 1998, by Julian Patrick Kirk.
/s/ Notary Public
-------------------------
Notary Public
My commission expires:
9/30/2000
<PAGE>
KNOW ALL MEN BY THESE PRESENTS:
That we, Randal J. Kirk and Donna P. Kirk, custodians for Martin Gregory
Kirk, have made, constituted and appointed, and by these presents do hereby
make, constitute and appoint Randal J. Kirk, our true and lawful
attorney-in-fact, and he is made, constituted and appointed, in my name, place,
and stead, and on our behalf, and for our use and benefit, to exercise or
perform any act, power, duty, right, or obligation whatsoever that we now have,
or may hereafter acquire the legal right, power, or capacity to exercise or
perform, in connection with, arising from, or relating to my interest in The
Kirk Family Investment Plan, a joint account.
I covenant and agree to indemnify and save harmless any and all persons,
firms, or corporations who shall rely upon the power hereby granted from any
damages, debts, claims or demands whatsoever, however incurred, and I hereby
authorize any person, firm or corporation to rely hereon until they shall be
notified in writing of my revocation hereof.
I request that any bank, savings and loan association, brokerage firm or
any like firm, to which this Power of Attorney is presented, to accept it in
lieu of any standard form power of attorney which it might ordinarily require. I
further request that any person or institution accept a photostatic copy of this
Power of Attorney, in lieu of the original, after exhibit of the original.
I grant to said attorney-in-fact full power and authority to do, take, and
perform all and every act and thing whatsoever requisite, proper, or necessary
to be done, in the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as I might or could do if personally present,
hereby ratifying and confirming all that said attorney in fact shall lawfully do
or cause to be done by virtue of this power of attorney and the rights and
powers herein granted.
The rights, powers, and authority of said attorney-in-fact herein granted
shall commence and be in full force and effect on the date I execute this
General Power of Attorney, and such rights, powers, and authority shall remain
in full force and effect thereafter until I give notice in writing that such
power is terminated.
This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of
the Code of Virginia of 1950, as amended, and the authority of the
attorney-in-fact herein named shall not terminate on disability of the
principal.
I hereby ratify and confirm all lawful acts done by my said attorneys by
virtue hereof.
<PAGE>
WITNESS the following signature and seal this 25th day of September, 1998.
/s/ Randal J. Kirk (SEAL)
--------------------------------
Randal J. Kirk, Custodian for
Martin Gregory Kirk
/s/ Donna P. Kirk (SEAL)
------------------------------
Donna P. Kirk, Custodian for
Martin Gregory Kirk
<PAGE>
COMMONWEALTH OF VIRGINIA )
) to-wit:
COUNTY OF PULASKI )
The foregoing instrument was acknowledged before me this 7th day of Dec.,
1998, by Randal J. Kirk, custodian for Martin Gregory Kirk.
/s/ Notary Public
-------------------------
Notary Public
My commission expires:
9/30/2000
COMMONWEALTH OF VIRGINIA )
) to-wit:
COUNTY OF PULASKI )
The foregoing instrument was acknowledged before me this 4th day of
December, 1998, by Donna P. Kirk, custodian for Martin Gregory Kirk.
/s/ Notary Public
-----------------------------
Notary Public
My commission expires:
December 31, 2001
<PAGE>
KNOW ALL MEN BY THESE PRESENTS:
That I, Donna P. Kirk, custodian for Kellie Leigh Banks, have made,
constituted and appointed, and by these presents do hereby make, constitute and
appoint Randal J. Kirk, my true and lawful attorney-in-fact, and he is made,
constituted and appointed, in my name, place, and stead, and on my behalf, and
for my use and benefit, to exercise or perform any act, power, duty, right, or
obligation whatsoever that I now have, or may hereafter acquire the legal right,
power, or capacity to exercise or perform, in connection with, arising from, or
relating to my interest in The Kirk Family Investment Plan, a joint account.
I covenant and agree to indemnify and save harmless any and all persons,
firms, or corporations who shall rely upon the power hereby granted from any
damages, debts, claims or demands whatsoever, however incurred, and I hereby
authorize any person, firm or corporation to rely hereon until they shall be
notified in writing of my revocation hereof.
I request that any bank, savings and loan association, brokerage firm or
any like firm, to which this Power of Attorney is presented, to accept it in
lieu of any standard form power of attorney which it might ordinarily require. I
further request that any person or institution accept a photostatic copy of this
Power of Attorney, in lieu of the original, after exhibit of the original.
I grant to said attorney-in-fact full power and authority to do, take, and
perform all and every act and thing whatsoever requisite, proper, or necessary
to be done, in the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as I might or could do if personally present,
hereby ratifying and confirming all that said attorney in fact shall lawfully do
or cause to be done by virtue of this power of attorney and the rights and
powers herein granted.
The rights, powers, and authority of said attorney-in-fact herein granted
shall commence and be in full force and effect on the date I execute this
General Power of Attorney, and such rights, powers, and authority shall remain
in full force and effect thereafter until I give notice in writing that such
power is terminated.
This Power of Attorney is made pursuant to Sections 11-9.1 and 11-9.2 of
the Code of Virginia of 1950, as amended, and the authority of the
attorney-in-fact herein named shall not terminate on disability of the
principal.
I hereby ratify and confirm all lawful acts done by my said attorneys by
virtue hereof.
WITNESS the following signature and seal this 25th day of September, 1998.
/s/ Donna P. Kirk (SEAL)
-------------------------------
Donna P. Kirk
<PAGE>
COMMONWEALTH OF VIRGINIA )
) to-wit:
COUNTY OF PULASKI )
The foregoing instrument was acknowledged before me this 4th day of
December, 1998, by Donna P. Kirk.
/s/ Notary Public
-------------------------------
Notary Public
My commission expires:
December 31, 2001
