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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):
July 9, 1996
XYTRONYX, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation
0-14838 36-3258753
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Commissioner File Number) (IRS Employer Identification Number)
6555 Nancy Ridge Drive
Suite 200
San Diego, California 92121
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (619) 550-3900
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Item 5. Other Events.
The News Release dated July 9, 1996 announcing approval of Agreement
and Plan of Merger by majority of shareholders of Binary Therapeutics, Inc.,
filed as Exhibit 99.55 hereto, is hereby incorporated into this Report by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) EXHIBITS. The following exhibit accompanies this Report:
Exhibit
Number Exhibit Description
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99.55 News Release dated July 9, 1996 announcing approval of
Agreement and Plan of Merger by majority of
shareholders of Binary Therapeutics, Inc.
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.
XYTRONYX, INC.
By: /S/ DALE SANDER
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Dale Sander
Chief Financial Officer
Date: July 17, 1996
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INDEX TO EXHIBITS
Exhibit Sequentially
Number Description of Exhibit Numbered Page
- ------- ---------------------- -------------
99.55 News Release dated July 9, 1996 announcing approval of
Agreement and Plan of Merger by majority of shareholders
of Binary Therapeutics, Inc.
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FOR IMMEDIATE RELEASE
CONTACT: Dale A. Sander, Chief Financial Officer
Larry Bymaster, Chief Executive Officer
(619) 550-3900
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XYTRONYX, INC. ANNOUNCES APPROVAL OF AGREEMENT
BY MAJORITY OF SHAREHOLDERS OF BINARY THERAPEUTICS, INC.
SAN DIEGO, CA, July 9, 1996 -- Xytronyx, Inc. (AMEX: XYX) today announced it
has received notice that a majority of the shareholders of Binary Therapeutics,
Inc. ("BTI") have approved an Agreement and Plan of Merger under which Xytronyx
has the option to acquire BTI. As previously announced, the Agreement gives
Xytronyx the right to acquire BTI at anytime prior to April 30, 1997 by a merger
of BTI into a wholly owned subsidiary of Xytronyx. The ratification by at least
a majority of the shareholders of BTI was required to allow the merger to be
completed when and if Xytronyx exercises its option.
BTI, a privately held company based in Massachusetts, is the holder of certain
proprietary technologies in the Photodynamic Therapy ("PDT") field for the
treatment of cancer. Binary Therapeutics and Xytronyx have agreed that the
first human clinical trials of BTI's PDT technologies will target brain cancer
due to favorable results obtained in preclinical treatment of brain tumor models
in animals.
Xytronyx is engaged in the development and commercialization of medical products
with a primary focus on cancer treatment.
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