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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): September 12, 2000
0-27352
(Commission File Number)
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HYBRIDON, INC.
(Exact name of registrant as specified in its charter)
Delaware 3072298
(State of Incorporation) (IRS Employer
Identification Number)
155 Fortune Blvd., Milford, Massachusetts 01757
(Address of registrant's principal executive office)
(508) 482-7500
(Registrant's telephone number)
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ITEM 5. OTHER EVENTS
At a Special Meeting of Shareholders of Hybridon, Inc. (the "Company") held
on September 12, 2000, the common and Series A preferred shareholders, voting
separately, approved certain proposals presented to them. Approximately 72% of
the total number of common shares outstanding, and approximately 91% of the
Series A preferred shares outstanding, voted in favor of the following
proposals:
1) To approve the sale of the Company's Hybridon Specialty Products
Business to Boston BioSystems, Inc., a subsidiary of Avecia, a U.K.-
based specialty chemicals company; and
2) To approve the amendment to the Company's Certificate of Incorporation
to acknowledge that the sale of the Hybridon Specialty Products
Business will not constitute a liquidation event for the benefit of
the Series A or other Preferred Stockholders.
In view of the more than 72% vote of the common shareholders and 91% vote
of the Series A preferred shareholders to approve each of the proposals, Avecia
has agreed to waive the original requirement contained in the Asset Purchase
Agreement between the parties that greater than 75% of each of the common and
Series A preferred shares outstanding vote in favor of the proposals. The
closing of the underlying transaction is scheduled for September 20, 2000.
The statements made herein contain certain forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934,
involving a number of risks and uncertainties, including the risks that the
closing might not take place as scheduled or that contingencies may prevent the
payment of the entire purchase price. Such statements are only predictions and
actual events or results may differ materially. Additional risk factors stated
in Hybridon's SEC reports, including its proxy statement dated August 8, 2000,
may impact the results achieved by Hybridon.
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, thereunto duly authorized.
HYBRIDON, INC.
By: /S/ Sudhir Agrawal
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Name: Sudhir Agrawal
Title: President and Acting Chief
Executive Officer
Date: September 18, 2000
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