SYNAPTIC PHARMACEUTICAL CORP
8-K, 1999-09-14
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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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): September 10, 1999

                       SYNAPTIC PHARMACEUTICAL CORPORATION
               (Exact Name of Registrant as Specified in Charter)

                                    Delaware
                 (State or Other Jurisdiction of Incorporation)

             0-27324                                 22-285-9704
     (Commission File Number)           (I.R.S. Employer Identification No.)

                                215 College Road
                         Paramus, New Jersey 07652-1431
          (Address of principal executive offices, including zip code)

       Registrant's telephone number, including area code: (201) 261-1331




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<PAGE>



Item 5.           Other Events.

         On  September  10,  1999,  Synaptic  Pharmaceutical   Corporation  (the
"Company") issued a press release  announcing that its corporate partner Merck &
Co.,  Inc.  ("Merck")  has  discontinued  commercial  development  of the benign
prostatic hyperplasia compound identified as part of the Company's collaboration
with Merck.  A copy of the press  release is attached as Exhibit 99 to this Form
8-K and incorporated by reference herein.






Item 7.           Exhibits.

Exhibit No.                                                     Page
- -----------                                                     ----
99                Press Release dated September 10, 1999          4

















                                Page 2 of 5 Pages

<PAGE>




                                   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.

Date:  September 14, 1999
                                 SYNAPTIC PHARMACEUTICAL CORPORATION
                                 (Registrant)

                                 By:/s/ Kathleen P. Mullinix
                                    ----------------------------------------
                                 Name:  Kathleen P. Mullinix
                                 Title:  Chairman, President and
                                           Chief Executive Officer




                                Page 3 of 5 Pages

















<PAGE>


                                                                Exhibit No. 99
                                                                --------------



FOR IMMEDIATE RELEASE              Contact: Kathleen P. Mullinix, Ph.D.
                                            Chairman, President and
                                             Chief Executive Officer
                                            Synaptic Pharmaceutical Corporation
                                            (201) 261-1331, ext. 103

                                            Robert D. Ferris
                                            Ruder Finn, Inc.
                                            (212) 715-1573


                   SYNAPTIC PHARMACEUTICAL BPH PROGRAM UPDATE

PARAMUS, N.J., September 10, 1999 - Synaptic Pharmaceutical Corporation (Nasdaq:
SNAP) has been informed by Merck & Co., Inc. that data from a Phase IIa clinical
trial  conducted  by  Merck  has  indicated  that  its  alpha   adrenergic  drug
development  candidate for the oral  treatment of benign  prostatic  hyperplasia
(BPH)  increased  urine flow acutely in humans with less  apparent  potential to
cause the  cardiovascular  side effects  associated with other alpha  adrenergic
drugs currently on the market.  However, due to limited oral bioavailability and
the  potential  for drug  interactions,  Merck has advised  Synaptic  that it is
discontinuing oral development efforts.

         The  clinical  trials  conducted by Merck served to validate one of the
Company's  proprietary  G  protein-coupled   receptors  as  a  target  for  drug
discovery.  These trials  confirmed the Company's  discovery  that, of the three
alpha adrenergic receptors,  the alpha 1-a receptor is an appropriate target for
BPH.  Further,  the trials  provide  some  support for the  hypothesis  that the
cardiovascular  side effects  associated  with BPH drugs on the market that work
through the alpha  adrenergic  system,  but that do not  selectively  target the
alpha 1-a receptor over other alpha adrenergic receptors, may be caused by their
lack of selectivity for the adrenergic 1-a receptor.

         The Company  holds several U.S.  patents  covering the use of alpha 1-a
antagonists  having defined  degrees of  selectivity  for the alpha 1-a receptor
relative to one or both of the other alpha-1 receptors for the treatment of BPH.
In addition,  the Company  holds U.S.  patents  covering the use of  genetically
engineered cells  expressing the human alpha 1-a receptor to identify  compounds
that bind to the receptor,  as well as U.S.  patents covering the genes encoding
the three human alpha adrenergic  receptors.  Pursuant to its agreement with the
Company,  Merck has a license under these  patents to develop and  commercialize
alpha 1-a  antagonists.  Merck has  indicated  that it is attempting to identify
additional compounds to replace the former lead compound.

         "While Merck's discontinuance  of  oral  development  is obviously very
disappointing to us and our  shareholders," said Kathleen P. Mullinix, chairman,
president and chief executive officer of the

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<PAGE>


Company, "we, like most people in this business, recognize that drug development
is an extremely  difficult process,  with the vast majority of compounds failing
at an early stage.  At the same time,  we are  gratified  that Merck was able to
demonstrate  in  clinical  trials  that  the  alpha  1-a  adrenergic   mechanism
discovered by Synaptic has validity, specifically shown by increasing urine flow
in patients with BPH. For us, these clinical data further  demonstrate the value
of our human receptor  technology in providing new targets for drug discovery to
the pharmaceutical industry."

         Synaptic  Pharmaceutical  Corporation  is  a  leading  company  in  the
discovery  and  validation  of  G  protein-coupled  receptor  targets  for  drug
discovery.  The  Company's  technology,  "human  receptor-targeted  drug  design
technology,"  involves  the use of  cloned  human  receptors  that  the  Company
validates  as  targets  for the  design of  potential  drugs.  Licensees  of the
Company's  patented  technology are Eli Lilly and Company,  Merck and Co., Inc.,
Novartis   Pharma  A.G.,   and   Grunenthal   GmbH.  The  Company  is  currently
collaborating with Grunenthal to validate certain G protein-coupled receptors as
targets for discovery of drugs for the treatment of pain.

This press release contains  "forward-looking  statements" within the meaning of
Section 27A of the  Securities  Act of 1933 and  Section  21E of the  Securities
Exchange Act of 1934.  Such  statements  include any statements  relating to the
future of the  Company's  and Merck's drug  discovery  program,  any  statements
relating  to the value of the  Company's  technology  and patent  estate and any
other statements which are not historical facts.  Such statements  involve risks
and uncertainties,  including, but not limited to, those risks and uncertainties
relating to difficulties or delays in development, testing, regulatory approval,
production  and  marketing  of  drug  candidates,   the  inability  to  identify
additional drug development  candidates or potential products,  the inability to
license from third parties drug candidates,  unexpected  adverse side effects or
inadequate  therapeutic  efficacy of drug  candidates that could slow or prevent
product development efforts, competition within anticipated product markets, the
uncertainty  of  product  development  in  the  pharmaceutical   industry,   the
uncertainty of patent protection for intellectual  property or trade secrets and
those risks and  uncertainties  detailed  under the captions  "Competition"  and
"Government  Regulation"  in the  Company's  Annual  Report on Form 10-K for the
fiscal year ended December 31, 1998 (the "1998 Form 10-K"), as well as the risks
and  uncertainties   disclosed  under  the  captions  "Early  Stage  of  Product
Development;  Technological  Uncertainty," "Dependence on Collaborative Partners
and Licensees for Development,  Regulatory Approvals,  Manufacturing,  Marketing
and  Other  Resources"  and  "Uncertainties   Related  to  Clinical  Trials"  as
"Cautionary  Statements"  in the 1998 Form 10-K or detailed from time to time in
filings the Company makes with the Securities and Exchange Commission.  Although
the Company  believes  that the  expectations  reflected in the  forward-looking
statements  contained herein are reasonable,  it can give no assurance that such
expectations  will prove to be correct.  The  Company  expressly  disclaims  any
obligation  or  undertaking  to  disseminate  any  updates or  revisions  to any
forward-looking  statement  contained  herein  to  reflect  any  change  in  the
Company's  expectations with regard thereto or any change in events,  conditions
or circumstances on which any such statement is based.

                                      # # #

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