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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) February 27, 1998
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LXR BIOTECHNOLOGY INC.
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(Exact Name of Registrant as specified in charter)
DELAWARE 1-12968 68-0282856
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(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) File Number) Identification No.)
1401 MARINA WAY SOUTH, RICHMOND, CALIFORNIA 94804
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 412-9100
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Not Applicable
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(Former name or former address, if changed since last report.)
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. OTHER EVENTS
On February 27, 1998 LXR Biotechnology Inc. (the "Company") completed a
private placement of 571,429 shares of its common stock at $1.75 per share to
William R. Hambrecht pursuant to an agreement entered into prior to Mr.
Hambrecht's election to the Company's Board of Directors on January 30, 1998.
The net proceeds of the offering are estimated to be approximately $1 million
and are to be used for research and development and general working capital.
The securities were offered and sold without registration under the
Securities Act of 1933, as amended (the "Securities Act"), in reliance upon the
exemptions provided by Section 4(2) of the Securities Act and/or Rule 506 of
Regulation D promulgated by the Securities and Exchange Commission thereunder,
as well as in reliance upon exemptions from registration or qualification under
certain state securities laws.
SIGNATURE
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.
LXR BIOTECHNOLOGY INC.
Date: March 12, 1998 By: /s/ L. DAVID TOMEI
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L. David Tomei, Chairman and
Chief Executive Officer