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Biotech / Medical : AXYS Pharmaceuticals Inc. -- Ignore unavailable to you. Want to Upgrade?

To: Tom Nealon who wrote (179)	10/9/1998 11:07:00 AM
From: bob zagorin	Read Replies (1) \| Respond to of 455

Axys Pharmaceuticals Adopts Stockholder Rights Plan SOUTH SAN FRANCISCO, Calif.--(BW HealthWire)--October 9, 1998-- Axys Pharmaceuticals, Inc. (Nasdaq: AXPH) announced today that its Board of Directors approved the adoption of a Share Purchase Rights Plan under which all stockholders of record as of October 28, 1998 will receive rights to purchase one one-hundredth of a share of a new series of Preferred Stock. The Rights Plan is designed to enable all Axys Pharmaceuticals stockholders to realize the full value of their investment and to provide for fair and equal treatment for all stockholders in the event that an unsolicited attempt is made to acquire Axys Pharmaceuticals. The adoption of the Rights Plan is intended as a means to guard against abusive takeover tactics and is not in response to any particular proposal. The rights will be distributed as a non-taxable dividend and will expire in ten years from the Record Date. The rights will be exercisable only if a person or group acquires 15 percent or more of Axys Pharmaceuticals' Common Stock or announces a tender offer for 15 percent or more of the Common Stock. If a person acquires 15 percent or more of Axys Pharmaceuticals' Common Stock, all rightsholders except that person will be entitled to acquire Axys Pharmaceuticals' Common Stock as a discount. The effect will be to discourage acquisitions of more than 15 percent of Axys Pharmaceuticals' Common Stock without negotiations with the Board. The rights will trade with Axys Pharmaceuticals' Common Stock, unless and until they are separated upon the occurrence of certain future events. The rights distribution is not taxable to the stockholders. Axys Pharmaceuticals' Board of Directors may terminate the Rights Plan at any time or redeem the rights prior to the time a person acquires more than 15 percent of Axys Pharmaceuticals' Common Stock. Additional details regarding the Rights Plan will be outlined in a summary to be mailed to all stockholders following the Record Date. Axys Pharmaceuticals is a leader in the integration of life science technologies with a focus on transforming gene discoveries into drugs. The company has research collaborations with world-class pharmaceutical companies, covering a broad range of therapeutic areas, including respiratory, cardiovascular, and infectious disease, as well as oncology and central nervous system disorders.