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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 28, 2000
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RIBOZYME PHARMACEUTICALS, INC.
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(Exact name of registrant as specified in charter)
Colorado 0-27914 34-1697351
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(State or other (Commission (IRS employer
jurisdiction of file number) identification no.)
incorporation
or organization)
2950 Wilderness Place, Boulder, Colorado 80301
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 449-6500
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N/A
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(Former name or former address, if changed since last report.)
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5. Other Events
On September 28, 2000, Ribozyme Pharmaceuticals, Inc. (the "Company"or
"RPI"), entered into an agreement with Eli Lilly and Company ("Lilly") to
repurchase its rights to Heptazyme(TM), the Company's Anti-Hepatitis C ribozyme,
and all other Hepatitis C ribozyme products ("Ribozyme Products"). Lilly
directed the clinical trials for Heptazyme to date under a licensing agreement
between the parties. According to the repurchase agreement, the Company
renegotiated the global rights to Ribozyme Products, including Heptazyme, and
will direct all subsequent clinical trials. The Phase II clinical trial is
expected to begin in the first quarter of 2001.
The renegotiated agreement between the Company and Lilly includes the
following terms:
. Lilly agreed that all rights to Ribozyme Products licensed under the
Agreement revert to RPI and that Lilly shall transfer to RPI all
material, data, information and regulatory documentation, including
the Heptazyme IND, reasonably required by RPI to continue Clinical
Development of Heptazyme at Lilly's cost.
. RPI agreed to continue the development of Heptazyme to demonstrate
efficacy in the Field of the Hepatitis C virus.
. Lilly shall pay RPI a Termination Fee based upon RPI's spending to
date on Heptazyme.
. RPI shall pay Lilly a royalty on the Net Sales of Ribozyme Products by
RPI.
. RPI shall pay Lilly one time milestones if the Company closes an
agreement or agreements for development or marketing rights to
Ribozyme Products with a third party.
. Lilly shall convert each share of the Company's Series L Preferred
shares into $1,500,000 of common stock upon the termination date of
the Agreement. The termination date of the Agreement shall be December
28, 2000. In addition, RPI shall give Lilly three million U.S. dollars
($3,000,000) in RPI common stock based on the closing price of RPI
stock on December 28, 2000, as payment for Lilly efforts in generating
and providing Data.
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EXHIBITS
10.1* Repurchase of Ribozyme Product agreement dated September 28, 2000,
between the Company and Eli Lilly Corporation.
* Confidential treatment has been requested for portions of these agreements.
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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.
RIBOZYME PHARMACEUTICALS, INC.
DATE: October 10, 2000 By:/s/ Dr. Ralph E. Christoffersen
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Dr. Ralph E. Christoffersen, President
