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
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Date of Report (Date of earliest
event reported)
April 10, 2000 (April 7, 2000)
AFFYMETRIX, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-28218 77-0319159
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(State of (Commission File Number) (IRS Employer
incorporation) Identification No.)
3380 Central Expressway, Santa Clara, California 95051
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(Address of principal executive offices) (Zip Code)
(408) 731-5000
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(Registrant's telephone number,
including area code)
N/A
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(Former name or former address, if changed since last report)
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Items 1-4.
Not Applicable.
Item 5. Other Events.
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On April 7, 2000, a United Kingdom court issued a ruling with respect
to preliminary issues in a patent infringement action brought against the
Registrant by Oxford Gene Technology Limited in June 1999. The High Court of
Justice, Chancery Division, Patent Court held that the 1999 purchase by the
Registrant of Beckman Coulter Inc.'s microarray business was not sufficient to
transfer Beckman Coulter Inc.'s license to certain patents and intellectual
property potentially related to microarray technology now held by Oxford Gene
Technology Limited. The court also determined that the "Consortium Clause" in
Beckman Coulter Inc.'s license did not obligate Oxford Gene Technology Limited
to grant a license to the Registrant for the patents. The Registrant has
received leave to and plans to appeal the court's decision.
Background to Court Decision
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On June 4, 1999, Oxford Gene Technology Limited brought claims of
patent infringement against the Registrant in the United Kingdom and the United
States District Court for the District of Delaware alleging infringement of
European Patent 0-373-203 and United States Patent 5,700,637, respectively. The
patents in question were originally owned by the technology transfer arm of
Oxford University, Isis Innovation, Ltd., which subsequently granted a license
to Beckman Coulter Inc. The Beckman Coulter Inc. license was expressly
assignable with the sale of Beckman Coulter Inc.'s "business in products
licensed [t]hereunder."
On or before June 4, 1999, an asset transfer agreement with Beckman
Coulter Inc. became effective, which the Registrant argued gave it access to
Beckman Coulter Inc.'s microarray business, including licenses to European
Patent 0-373-203 and United States Patent 5,700,637. On June 17, 1999, the
Registrant filed a complaint in the United States District Court for the
Northern District of California asking for, among other things, a declaration
that the Registrant has a valid license to use the patents and that, in light of
this license, the Registrant is not infringing on these patents. This case has
been transferred and consolidated with the Delaware action.
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<PAGE>
In the United Kingdom action, the Registrant has counterclaimed for
revocation of the European patent, and Oxford Gene Technology Limited has
applied to amend the patent and to seek a stay of the patent infringement,
validity and amendment issues in the United Kingdom.
The United Kingdom court determined that Beckman Coulter Inc.'s work to
date with the arrays it had licensed from Oxford Gene Technology Limited did not
constitute a "business" within the meaning of the assignment clause in the
Beckman Coulter Inc. license. Therefore, the court held that Beckman Coulter
Inc. did not sell an array business to the Registrant, and the patent license at
issue, consequently, did not transfer to the Registrant. The court also held
that the "Consortium Clause" in the Beckman Coulter Inc. license did not
obligate Oxford Gene Technology Limited to grant a license to the Registrant for
the patents.
Item 6. Resignations of Registrant's Directors.
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Not Applicable.
Item 7. Financial Statements, Pro Forma Financial Information
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and Exhibits.
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(a) Not Applicable.
(b) Not Applicable.
(c) Not Applicable.
Item 8. Change in Fiscal Year.
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Not Applicable.
Item 9. Sales of Equity Securities Pursuant to
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Regulation S.
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Not Applicable.
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<PAGE>
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.
AFFYMETRIX, INC.
By: /s/ Vern Norviel
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Name: Vern Norviel
Title: Senior Vice President
and General Counsel
Date: April 10, 2000
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