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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): August 28, 2000
GUILFORD PHARMACEUTICALS INC.
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(Exact name of registrant as specified in its charter)
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Delaware 000-23736 52-1841960
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(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number) Identification No.)
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6611 Tributary Street, Baltimore, Maryland 21224
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (410) 631-6300
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(Former name or former address, if changed since last report)
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GUILFORD PHARMACEUTICALS INC.
ITEM 5. OTHER EVENTS.
Guilford Pharmaceuticals Inc. and Gliatech Inc. announced on
August 28, 2000 that they had agreed to terminate the Agreement and Plan of
Merger dated as of May 29, 2000, as amended. In accordance with the terms of
the Termination Agreement, a copy of which is attached hereto as Exhibit 99.1,
the parties have agreed to release one another from all claims of any kind
arising out of the Merger Agreement. Under the terms of the Termination
Agreement, no termination fees are payable by either party.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
The following are filed as exhibits to this current report on
Form 8-K:
99.1 Termination Agreement, dated August 28, 2000
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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.
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Guilford Pharmaceuticals Inc.
Date: August 29, 2000 By: /s/ Craig R. Smith, M.D.
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Craig R. Smith, M.D.
Chairman of the Board, President
and Chief Executive Officer
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INDEX TO EXHIBITS
EXHIBIT
NUMBER
99.1 Termination Agreement, dated August 28, 2000
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