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| CIK | 1459450 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Myrexis, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| July 31, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-34275 Myrexis, Inc. (Exact name of registrant as specified in its charte |
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| July 26, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-3427 |
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| July 26, 2013 |
CERTIFICATIONS UNDER SECTION 302 ex3111to10ka0920706302013.htm Exhibit 31.1.1 CERTIFICATIONS UNDER SECTION 302 I, Jonathan M. Couchman, certify that: 1. I have reviewed this Annual Report on Form 10-K/A of Myrexis, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| July 26, 2013 |
CERTIFICATIONS UNDER SECTION 302 ex3211to10ka0920706302013.htm Exhibit 32.1.1 CERTIFICATIONS UNDER SECTION 302 I, Jonathan M. Couchman, certify that: 1. I have reviewed this Annual Report on Form 10-K/A of Myrexis, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which |
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| July 17, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34275 MYREXIS, INC. (Exa |
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| July 15, 2013 |
MYREXIS, INC. c/o Xstelos Holdings, Inc. 630 Fifth Avenue, Suite 2260 New York, NY 10020 July 12, 2013 Division of Corporation Finance U.S. Securities & Exchange Commission Mail Stop 4720, 100 F St. NE Washington, DC 20549 Attention: Johnny Gharib Re: Myrexis, Inc. (the “Company”) Request for Withdrawal of Form S-3/A Dear Mr. Gharib: Pursuant to Rule 477 under the Securities Act of 1933, as amende |
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| July 11, 2013 |
As filed with the Securities and Exchange Commission on July 11, 2013 Registration No. |
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| July 11, 2013 |
As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 2, 2013 |
As filed with the Securities and Exchange Commission on July 2, 2013 Registration No. |
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| July 2, 2013 |
S-8 POS 1 s8posa09207a07022013.htm As filed with the Securities and Exchange Commission on July 2, 2013 Registration Nos. 333-160304, 333-169339 and 333-176814 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-160304 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-169339 Post-Eff |
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| July 2, 2013 |
As filed with the Securities and Exchange Commission on July 2, 2013 Registration Nos. |
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| July 2, 2013 |
As filed with the Securities and Exchange Commission on July 2, 2013 Registration Nos. |
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| May 10, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34275 MYREXIS, |
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| May 10, 2013 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT dated as of February 27, 2013 between MYREXIS, INC. and XSTELOS CORP. STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT is made and entered into as of February 27, 2013 (this “Agreement”) by and between Myrexis, Inc., a Delaware corporation (the “Company”), and Xstelos Corp., a Texas corporation (the “Investor”). WHEREAS, the parties desire that upon the |
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| April 29, 2013 |
8-K 1 form8k0920704262013.htm UNITED STATES 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): April 26, 2013 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorpo |
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| April 29, 2013 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF MYREXIS, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware MYREXIS, INC., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (“DGCL”) (the “Corporation”), does hereby certify that: 1. The name of the Corporation is: Myrexis, In |
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| April 18, 2013 |
UNITED STATES 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): April 18, 2013 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| March 22, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant o Filed by a Party other than the Registrant o Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confide |
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| March 11, 2013 |
MYRX / Myrexis, Inc. / Xstelos Holdings, Inc. Activist Investment SC 13D 1 sc13d0907300502272013.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Myrexis, Inc. (Name of Issuer) Common stock, $0.01 par value (Title of Class of Securities) 62856H 10 7 (CUSIP Number |
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| March 11, 2013 |
EX-99.2 3 ex992to13d0907300502272013.htm JOINT FILING AGREEMENT Exhibit 99.2 Joint Filing Agreement In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.01, of Myrexis, Inc |
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| March 11, 2013 |
PRELIMINARY COPY SUBJECT TO COMPLETION DATED MARCH 11, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 11, 2013 |
EX-99.1 2 ex991to13d0907300502272013.htm STOCK PURCHASE AGREEMENT Exhibit 99.1 STOCK PURCHASE AGREEMENT dated as of February 27, 2013 between MYREXIS, INC. and XSTELOS CORP. STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT is made and entered into as of February 27, 2013 (this “Agreement”) by and between Myrexis, Inc., a Delaware corporation (the “Company”), and Xstelos Corp., a Texas corpor |
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| March 5, 2013 |
UNITED STATES 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, 2013 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Nu |
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| February 28, 2013 |
8-K 1 form8k0920702282013.htm UNITED STATES 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 28, 2013 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of inco |
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| February 27, 2013 |
MYRX / Myrexis, Inc. / ICS OPPORTUNITIES, LTD. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Final Amendment) Myrexis, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 62856H107 (CUSIP Number) Simon M. Lorne, Esq. Millennium Management LLC 666 Fifth Avenue, 8th Floor New York, New York 10103 (212) 841-4100 (Name, Addres |
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| February 20, 2013 |
UNITED STATES 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 13, 2013 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Nu |
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| February 14, 2013 |
MYRX / Myrexis, Inc. / BIOTECHNOLOGY VALUE FUND L P Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 Myrexis, Inc. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 62856H 10 7 (CUSIP Number) December 31, 2012 ( |
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| February 8, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 d446513d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri |
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| February 8, 2013 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 8-K 1 form8k0920702042013.htm UNITED STATES 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 8, 2013 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incor |
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| February 8, 2013 |
EX-16.1 2 ex161to8k0920702042013.htm LETTER FROM ERNST & YOUNG LLP Exhibit 16.1 Ernst & Young LLP 178 South Rio Grande Street Suite 400 Salt Lake City, Utah 84101 Tel: 801 350 3300 Fax: 801 350 3456 February 8, 2013 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated February 8, 2013, of Myrexis, Inc. and are in |
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| February 8, 2013 |
MYREXIS, INC. 305 Chipeta Way Salt Lake City, Utah 84108 EX-10.3 3 d446513dex103.htm LETTER AGREEMENT BY AND BETWEEN MYREXIS, INC. AND JONATHAN M. COUCHMAN Exhibit 10.3 MYREXIS, INC. 305 Chipeta Way Salt Lake City, Utah 84108 January 22, 2013 Mr. Jonathan M. Couchman c/o Xstelos Holdings, Inc. 630 Fifth Avenue, Suite 2260 New York, New York 10020 Dear Mr. Couchman: This letter agreement (this “Agreement”) sets forth the terms of your employment by and o |
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| February 8, 2013 |
Exhibit 10.2 CONFIDENTIAL SETTLEMENT AGREEMENT, INCLUDING RELEASES OF CLAIMS, COVENANT NOT TO SUE, AND STIPULATION OF DISMISSIAL This Settlement Agreement, including Releases of Claims, Covenant Not To Sue, and Stipulation of Dismissal of the Litigation (as defined below) (the ?Agreement?), is made and entered into as of December 20, 2012, between and among Alzheimer?s Institute of America, Inc. ( |
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| January 28, 2013 |
MYREXIS, INC. Executive Severance and Consulting Agreement EX-10.1 2 ex101to8k0907301222013.htm EXECUTIVE SEVERANCE AND CONSULTING AGREEMENT Exhibit 10.1 MYREXIS, INC. Executive Severance and Consulting Agreement THIS EXECUTIVE SEVERANCE AND CONSULTING AGREEMENT (this “Agreement”), by and between Myrexis, Inc., a Delaware corporation (the “Company”), and Andrea Kendell (the “Executive”), is made as of January 22. 2013. WHEREAS, the Company and the Executi |
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| January 28, 2013 |
EX-99.1 3 ex991to8k0907301222013.htm PRESS RELEASE DATED JANUARY 23, 2013 Exhibit 99.1 Myrexis, Inc. Announces the Cancellation of Its Upcoming Shareholder Meeting Press Release: Myrexis, Inc. – Wed, Jan 23, 2013 9:00 AM EST Board Approves a Special Cash Distribution and the Appointment of a New Director and Chief Executive Officer Tax Benefits Preservation Rights Plan Remains in Effect SALT LAKE |
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| January 28, 2013 |
8-K 1 form8k0907301222013.htm UNITED STATES 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): January 22, 2013 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incor |
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| December 21, 2012 |
Form 8-K UNITED STATES 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): December 21, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commissio |
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| December 21, 2012 |
UNITED STATES 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): December 21, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Nu |
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| December 14, 2012 |
DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 21, 2012 |
Preliminary Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 13, 2012 |
MYRX / Myrexis, Inc. / First Eagle Investment Management, LLC - MYREXIS, INC. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Myrexis, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 62856H107 (CUSIP Number) Mark Goldstein First Eagle Investment Management, LLC 1345 Avenue of the Americas New York, New York 10105 (212) 698-3101 (Name, Address an |
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| November 9, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 d410703d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 September 30, 2012 For the quarterly period ended September 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For |
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| November 9, 2012 |
FORM 8-K UNITED STATES 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): November 9, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission |
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| November 9, 2012 |
MYREXIS, INC. ANNOUNCES BOARD APPROVAL OF PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION EX-99.1 3 d437347dex991.htm PRESS RELEASE Exhibit 99.1 November 9, 2012 MYREXIS, INC. ANNOUNCES BOARD APPROVAL OF PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION SALT LAKE CITY, November 9, 2012 – Myrexis, Inc. (NASDAQ: MYRX) today announced that its Board of Directors has determined, after extensive and careful consideration of potential strategic alternatives, that it is in the best interests of th |
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| November 9, 2012 |
FORM 8-K UNITED STATES 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): November 9, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission |
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| November 9, 2012 |
MYREXIS, INC. ANNOUNCES BOARD APPROVAL OF PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION EX-99.1 3 d437347dex991.htm PRESS RELEASE Exhibit 99.1 November 9, 2012 MYREXIS, INC. ANNOUNCES BOARD APPROVAL OF PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION SALT LAKE CITY, November 9, 2012 – Myrexis, Inc. (NASDAQ: MYRX) today announced that its Board of Directors has determined, after extensive and careful consideration of potential strategic alternatives, that it is in the best interests of th |
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| November 9, 2012 |
PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION MYREXIS, INC. EX-2.1 2 d437347dex21.htm PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION Exhibit 2.1 PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION OF MYREXIS, INC. The following Plan of Complete Liquidation and Dissolution (the “Plan of Dissolution”), and the actions described in this Plan of Dissolution are intended to effect the dissolution and complete liquidation of Myrexis, Inc., a Delaware corporation (the “Co |
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| November 9, 2012 |
EX-10.1 2 d410703dex101.htm RETENTION BONUS AGREEMENT Exhibit 10.1 RETENTION BONUS AGREEMENT This Retention Bonus Agreement (the “Agreement”), entered into effective July 2, 2012, is by and between Andrea Kendell (“Executive”) and Myrexis, Inc. (“Company”), located at 305 Chipeta Way, Salt Lake City, Utah 84108. WHEREAS, the Company and the Executive are parties to that certain Executive Severance |
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| November 9, 2012 |
PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION MYREXIS, INC. PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION Exhibit 2.1 PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION OF MYREXIS, INC. The following Plan of Complete Liquidation and Dissolution (the “Plan of Dissolution”), and the actions described in this Plan of Dissolution are intended to effect the dissolution and complete liquidation of Myrexis, Inc., a Delaware corporation (the “Company”), in accordance wit |
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| November 7, 2012 |
MYRX / Myrexis, Inc. / First Eagle Investment Management, LLC - MYREXIS, INC. Activist Investment SC 13D/A 1 p12-1784sc13da.htm MYREXIS, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Myrexis, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 62856H107 (CUSIP Number) Mark Goldstein First Eagle Investment Management, LLC 1345 Avenue of the Americas New York, New |
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| October 29, 2012 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission fil |
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| October 29, 2012 |
CERTIFICATIONS UNDER SECTION 302 Certification of the Chief Executive Officer under Section 302 Exhibit 31.1.1 CERTIFICATIONS UNDER SECTION 302 I, David W. Gryska, certify that: 1. I have reviewed this Annual Report on Form 10-K of Myrexis, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| October 29, 2012 |
CERTIFICATIONS UNDER SECTION 302 Certification of the Chief Financial Officer under Section 302 Exhibit 31.2.1 CERTIFICATIONS UNDER SECTION 302 I, Andrea Kendell, certify that: 1. I have reviewed this Annual Report on Form 10-K of Myrexis, Inc.; and 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the |
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| September 13, 2012 |
Additional abbreviations may also be used though not in the above list. Exhibit 4.1 AB note North America 711 ARMSTRONG LANE COLUMBIA, TENNESSEE 38401 (931) 388-3003 HOLLY GRONER 931-490-7660 MAY 23, 2012 MYREXIS, INC. WO-5353 FACE Operator: jkc/mr REV.1 COLOR: This proof was printed from a digital file or artwork on a graphics quality, color laser printer. It is a good representation of the color as it will appear on the final product. However, this proof process is |
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| September 13, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 10-K 1 d372916d10k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to C |
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| September 13, 2012 |
MYREXIS, INC. 2009 EMPLOYEE, DIRECTOR AND CONSULTANT EQUITY INCENTIVE PLAN, AS AMENDED Exhibit 10.2 MYREXIS, INC. 2009 EMPLOYEE, DIRECTOR AND CONSULTANT EQUITY INCENTIVE PLAN, AS AMENDED 1. DEFINITIONS. Unless otherwise specified or unless the context otherwise requires, the following terms, as used in this Myrexis, Inc. 2009 Employee, Director and Consultant Equity Incentive Plan, have the following meanings: Administrator means the Board of Directors, unless it has delegated power |
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| August 21, 2012 |
8-K 1 d401012d8k.htm FORM 8-K UNITED STATES 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 15, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorp |
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| August 21, 2012 |
Press Release Exhibit 99.1 CONTACT: David W. Gryska, COO, 831-241-6450 or [email protected] Myrexis Announces Death of Chief Executive Officer Richard B. Brewer, Trailblazing Biotechnology Industry Veteran and Patient Advocate SALT LAKE CITY AND MONTEREY, Calif., August 15, 2012 — Myrexis, Inc. (Nasdaq: MYRX) announced today that Richard B. Brewer, 61, its Chief Executive Officer and Board |
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| August 10, 2012 |
MYREXIS, INC. 305 Chipeta Way Salt Lake City, UT 84108 August 6, 2012 EX-10.1 2 d394599dex101.htm LETTER AGREEMENT BY AND AMONG MYREXIS, INC., BULLDOG INVESTORS Exhibit 10.1 MYREXIS, INC. 305 Chipeta Way Salt Lake City, UT 84108 August 6, 2012 Bulldog Investors Park 80 West 250 Pehle Avenue, Suite 708 Saddle Brook, NJ 07663 Attn: Andrew Dakos Dear Andrew: This letter is addressed to your attention for each and all of the Bulldog Investors, Brooklyn Capital Managemen |
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| August 10, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 d394599d8k.htm FORM 8-K UNITED STATES 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 7, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorpo |
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| August 10, 2012 |
MYREXIS, INC. 305 Chipeta Way Salt Lake City, UT 84108 August 8, 2012 EX-10.2 3 d394599dex102.htm LETTER AGREEMENT BY AND AMONG MYREXIS, INC., MSMB HEALTHCARE LP Exhibit 10.2 MYREXIS, INC. 305 Chipeta Way Salt Lake City, UT 84108 August 8, 2012 MSMB Healthcare LP MSMB Healthcare Investors LLC MSMB Healthcare Management LLC MSMB Capital Management LLC 330 Madison Avenue, 6th Floor New York, NY 10017 Attn: Martin Shkreli Dear Martin: I am writing this letter on behalf |
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| August 10, 2012 |
MYREXIS, INC. 305 Chipeta Way Salt Lake City, UT 84108 August 8, 2012 Letter Agreement by and between Myrexis, Inc. and Martin Shkreli Exhibit 10.3 MYREXIS, INC. 305 Chipeta Way Salt Lake City, UT 84108 August 8, 2012 Martin Shkreli c/o MSMB Capital Management LLC 330 Madison Avenue, 6th Floor New York, New York 10017 Dear Martin: This letter agreement is being executed and delivered in connection with a letter agreement of the same date by and among Myrexis, Inc. ( |
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| May 11, 2012 |
MYREXIS, INC. EMPLOYMENT AGREEMENT Employment Agreement by and between Myrexis, Inc. and Richard B. Brewer Exhibit 10.2 MYREXIS, INC. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between Myrexis, Inc. (the “Company”), and Richard B. Brewer (“Executive”), on May 9, 2012. In consideration of the undersigned’s employment, compensation, and other valuable consideration and mutual cov |
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| May 11, 2012 |
MYREXIS, INC. Separation and Consulting Agreement EX-10.1 2 d351474dex101.htm SEPARATION AND CONSULTING AGREEMENT Exhibit 10.1 MYREXIS, INC. Separation and Consulting Agreement THIS SEPARATION AND CONSULTING AGREEMENT (this “Agreement”), by and between Myrexis, Inc., a Delaware corporation (the “Company”) and Robert J. Lollini (the “Executive”) is made as of May 11, 2012. WHEREAS, the Company and the Executive have entered into a certain Executiv |
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| May 11, 2012 |
Press Release Exhibit 99.1 MYREXIS APPOINTS NEW EXECUTIVE MANAGEMENT TEAM IN ALIGNMENT WITH STRATEGIC INITIATIVES BOARD NAMES RICHARD B. BREWER PRESIDENT AND CEO AND DAVID W. GRYSKA COO SALT LAKE CITY, May 11, 2012 – Myrexis, Inc. (Nasdaq: MYRX) announced today that its Board of Directors has appointed Richard B. Brewer as President and Chief Executive Officer, and David W. Gryska as Chief Operati |
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| May 11, 2012 |
MYREXIS, INC. EMPLOYMENT AGREEMENT EX-10.3 4 d351474dex103.htm EMPLOYMENT AGREEMENT BY AND BETWEEN MYREXIS, INC. AND DAVID W. GRYSKA Exhibit 10.3 MYREXIS, INC. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into by and between Myrexis, Inc. (the “Company”), and David W. Gryska (“Executive”), on May 9, 2012. In consideration of the undersigned’s employment, compensation, and other valuable cons |
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| May 11, 2012 |
Form of Restricted Stock Unit Award Agreement Exhibit 10.4 Restricted Stock Unit No. MYREXIS, INC. Restricted Stock Unit Award Grant Notice Restricted Stock Unit Award Grant under the Company’s 2009 Employee, Director and Consultant Equity Incentive Plan 1. Name and Address of Participant: 2. Date of Grant of Restricted Stock Unit Award: May 11, 2012 3. Maximum Number of Shares underlying Restrict |
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| May 11, 2012 |
8-K 1 d351474d8k.htm FORM 8-K UNITED STATES 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): May 7, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporat |
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| May 10, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0 |
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| March 30, 2012 |
First Amendment to Shareholder Rights Agreement Exhibit 4.1 FIRST AMENDMENT TO SHAREHOLDER RIGHTS AGREEMENT BETWEEN MYREXIS, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC This First Amendment to Shareholder Rights Agreement (the “Amendment”) is made as of this 29th day of March, 2012 by and between Myrexis, Inc. (f/k/a Myriad Pharmaceuticals, Inc.), a Delaware corporation (the “Company”), |
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| March 30, 2012 |
Amended Certificate of Designation Exhibit 3.1 AMENDED CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK OF MYREXIS, INC. MYREXIS, INC., a Delaware corporation (the “Corporation”), does hereby certify, pursuant to authority conferred on the Board of Directors of the Corporation by the Restated Certificate of Incorporation of the Corporation, and pu |
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| March 30, 2012 |
Press Release Exhibit 99.1 Myrexis, Inc. The Ruth Group Robert Lollini Chief Executive Officer 801-214-7815 [email protected] Stephanie Carrington / Joshua Drumm, PhD (investors) (646) 536-7017 / (646) 536-7006 [email protected]/[email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] MYREXIS ADOPTS TAX BENEFITS PRESERVATION RIGHTS PLAN TO PRO |
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| March 30, 2012 |
FORM 8-A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Myrexis, Inc. (Exact name of the registrant as specified in its charter) Delaware 26-3996918 (State of incorporation or organization) (I.R.S. Employer Identification No.) 305 Chipeta Way S |
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| March 30, 2012 |
FORM 8-A/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-A/A Amendment No. 1 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Myrexis, Inc. (Exact name of the registrant as specified in its charter) Delaware 26-3996918 (State of incorporation or organization) (I.R.S. Employer Identification No |
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| March 30, 2012 |
Form 8-K UNITED STATES 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): March 29, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission F |
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| March 30, 2012 |
Tax Benefits Preservation Rights Agreement Exhibit 4.2 Execution Version MYREXIS, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS RIGHTS AGENT TAX BENEFITS PRESERVATION RIGHTS AGREEMENT DATED AS OF MARCH 29, 2012 TABLE OF CONTENTS PAGE Section 1. Certain Definitions 1 Section 2. Appointment of Rights Agent 8 Section 3. Issuance of Right Certificates 8 Section 4. Form of Right Certificate |
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| March 1, 2012 |
Myrexis Initiates Resource Alignment Press Release Exhibit 99.1 Myrexis, Inc. The Ruth Group Robert Lollini Stephanie Carrington / Joshua Drumm, PhD (investors) Chief Executive Officer (646) 536-7017 / (646) 536-7006 801-214-7815 [email protected]/[email protected] [email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Initiates Resource Alignment Salt Lake City, (March |
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| March 1, 2012 |
Form 8-K Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 12, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other juris |
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| February 16, 2012 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events Form 8-K UNITED STATES 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 12, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commissio |
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| February 16, 2012 |
Press Release Exhibit 99.1 Myrexis, Inc. Robert Lollini Chief Executive Officer 801-214-7815 [email protected] The Ruth Group Stephanie Carrington / Joshua Drumm, PhD (investors) (646) 536-7017 / (646) 536-7006 [email protected]/[email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Retains Investment Bank to Explore Strategic Altern |
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| February 14, 2012 |
MYRX / Myrexis, Inc. / TYNDALL CAPITAL PARTNERS L P - SCH13GAM1MYREXIS Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 MYREXIS, INC. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 62856H107 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| February 10, 2012 |
Myrexis Reports Second Quarter Fiscal Year 2012 Results Conference Call Today at 4:30 pm EST Press Release Exhibit 99.1 Myrexis, Inc. Wayne Laslie Chief Operating Officer 801-214-7822 [email protected] The Ruth Group Stephanie Carrington / Joshua Drumm, PhD (investors) (646) 536-7017 / (646) 536-7006 [email protected]/[email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Reports Second Quarter Fiscal Year 2012 Results Confe |
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| February 10, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES 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 9, 2012 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission |
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| February 9, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 1, 2012 |
MYRX / Myrexis, Inc. / ICS OPPORTUNITIES, LTD. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Myrexis, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 62856H107 (CUSIP Number) Simon M. Lorne, Esq. Millennium Management LLC 666 Fifth Avenue, 8th Floor New York, New York 10103 (212) 841-4100 (Name, Addres |
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| January 31, 2012 |
MYRX / Myrexis, Inc. / ICS OPPORTUNITIES, LTD. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Myrexis, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 62856H107 (CUSIP Number) Simon M. Lorne, Esq. Millennium Management LLC 666 Fifth Avenue, 8th Floor New York, New York 10103 (212) 841-4100 (Name, Address and Telephone Nu |
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| January 23, 2012 |
MYRX / Myrexis, Inc. / ICS OPPORTUNITIES, LTD. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) MYREXIS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 62856H107 (CUSIP Number) DECEMBER 31, 2011 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursua |
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| December 14, 2011 |
MYREXIS, INC. Separation Agreement Exhibit 10.1 Exhibit 10.1 MYREXIS, INC. Separation Agreement THIS SEPARATION AGREEMENT (the “Agreement”), by and between Myrexis, Inc., a Delaware corporation (the “Company”) and Wayne Laslie (the “Executive”). WHEREAS, the Executive and the Company are parties to that certain Executive Severance and Change in Control Agreement dated February 1, 2010 (the “Change in Control Agreement”); WHEREAS, t |
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| December 14, 2011 |
UNITED STATES 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): December 8, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Num |
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| November 18, 2011 |
Myrexis Announces Corporate Reorganization to Focus on Development Objectives Press Release Exhibit 99.1 Myrexis, Inc. Wayne Laslie (corporate) Chief Operating Officer 801-214-7822 [email protected] The Ruth Group Stephanie Carrington (investors) (646) 536-7017 [email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Announces Corporate Reorganization to Focus on Development Objectives • Internal Resources Realigned t |
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| November 18, 2011 |
Form 8-K UNITED STATES 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): November 16, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commissio |
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| November 18, 2011 |
Exhibit 99.2 Myrexis, Inc. The Ruth Group Wayne Laslie Stephanie Carrington/Joshua Drumm, PhD (investors) Chief Operating Officer (646) 536-7017/(646) 536-7006 801-214-7822 [email protected]/[email protected] [email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Presents at 2011 EORTC/NCI/AACR Molecular Targets and Cancer Therapeuti |
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| November 9, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| October 28, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 Myrexis, Inc. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 62856H 10 7 (CUSIP Number) October 19, 2011 (Da |
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| October 28, 2011 |
Exhibit 99.1 Joint Filing Agreement The undersigned hereby agree that the Statement on Schedule 13G dated October 28, 2011 with respect to the shares of Common Stock of Myrexis, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Ex |
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| October 25, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| October 21, 2011 |
Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 21, 2011 |
Agreement by and among Myrexis, Inc. and MSMB Healthcare LP Exhibit 10.1 AGREEMENT THIS AGREEMENT (“this Agreement”) is made and entered into as of October 18, 2011, by and among Myrexis, Inc., a Delaware corporation (“Myrexis”), MSMB Healthcare LP, a Delaware limited partnership (“Healthcare”), MSMB Healthcare Investors LLC, a Delaware limited liability company (“Investors”), MSMB Healthcare Mana |
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| October 21, 2011 |
Myrexis Appoints Jason M. Aryeh to its Board of Directors Press Release Exhibit 99.1 Myrexis, Inc. Wayne Laslie Chief Operating Officer 801-214-7822 [email protected] The Ruth Group Stephanie Carrington/Joshua Drumm, PhD (investors) (646) 536-7017/(646) 536-7006 [email protected]/[email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Appoints Jason M. Aryeh to its Board of Directors Salt La |
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| October 21, 2011 |
Agreement by and between Myrexis, Inc. and Jason M. Aryeh Exhibit 10.2 AGREEMENT THIS AGREEMENT (“this Agreement”) is made and entered into as of October 18, 2011, by and between Myrexis, Inc., a Delaware corporation (“Myrexis”), and Jason Aryeh, an individual residing in Greenwich, Connecticut (“Aryeh”). RECITALS WHEREAS, Aryeh owns or after the date hereof may own of record or beneficially share |
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| October 21, 2011 |
Form 8-K UNITED STATES 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): October 18, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission |
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| October 21, 2011 |
POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Robert Lollini, President and Chief Executive Officer of Myrexis, Inc. |
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| October 21, 2011 |
Letter Agreement by and between Myrexis, Inc. and Martin Shkreli Exhibit 10.3 MARTIN SHKRELI c/o MSMB Capital Management LLC 330 Madison Avenue, 6th Floor New York, New York 10017 October 18, 2011 Myrexis, Inc. 305 Chipeta Way Salt Lake City, UT 84108 Attn: Chairman of the Board Gentlemen: This letter agreement is being executed and delivered in connection with an Agreement of even date herewith b |
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| September 28, 2011 |
EX-10.1 2 d238098dex101.htm OFFER LETTER Exhibit 10.1 September 22, 2011 Andrea Kendell [ADDRESS] Dear Andrea: The Board of Directors (the “Board”) of Myrexis, Inc. (the “Company”) is pleased to offer you the position of Chief Financial Officer (the “Offer”). You will be expected to perform various duties consistent with this position, and you will report directly to the Chief Executive Officer. T |
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| September 28, 2011 |
MYREXIS, INC. Executive Severance and Change in Control Agreement Executive Severance and Change in Control Agreement Exhibit 10.2 MYREXIS, INC. Executive Severance and Change in Control Agreement THIS EXECUTIVE SEVERANCE AND CHANGE IN CONTROL AGREEMENT (this “Agreement”), by and between Myrexis, Inc., a Delaware corporation (the “Company”), and Andrea Kendell (the “Executive”), is made as of September 22, 2011 (the “Effective Date”). WHEREAS, the Company recogn |
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| September 28, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 22, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation |
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| September 14, 2011 |
POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Robert Lollini of Myrexis, Inc. |
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| September 13, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2011 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34275 |
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| September 13, 2011 |
As filed with the Securities and Exchange Commission on September 13, 2011 As filed with the Securities and Exchange Commission on September 13, 2011 REGISTRATION NO. |
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| September 12, 2011 |
UNITED STATES 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): September 6, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Nu |
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| September 12, 2011 |
MYREXIS, INC. First Amendment to Executive Severance and Change in Control Agreement First Amendment to Executive Severance and Change in Control Agreement Exhibit 10. |
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| September 12, 2011 |
Exhibit 99.1 Myrexis, Inc. Wayne Laslie Chief Operating Officer 801-214-7822 [email protected] The Ruth Group Stephanie Carrington/Joshua Drumm, PhD (investors) (646) 536-7017/(646) 536-7006 [email protected]/ [email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Board of Directors Appoints Robert Lollini CEO Appoints VP of Finance |
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| September 12, 2011 |
EX-10.1 2 d230571dex101.htm OFFER LETTER Exhibit 10.1 September 9, 2011 Robert J. Lollini [ADDRESS] Dear Bob: The Board of Directors (the “Board”) of Myrexis, Inc. (the “Company”) is pleased to offer you the positions of President and Chief Executive Officer (the “Offer”). You will be expected to perform various duties consistent with these positions, and you will report directly to the Board. Thi |
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| September 8, 2011 |
Form 8-K UNITED STATES 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): September 8, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commissio |
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| September 8, 2011 |
Press Release Exhibit 99.1 Myrexis, Inc. Wayne Laslie Chief Operating Officer 801-214-7822 [email protected] The Ruth Group Stephanie Carrington/Joshua Drumm, PhD (investors) (646) 536-7017/(646) 536-7006 [email protected]/[email protected] Victoria Aguiar (media) (646) 536-7013 [email protected] Myrexis Reports Fourth Quarter and Fiscal Year 2011 Results Clini |
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| July 22, 2011 |
MYREXIS, INC. Separation Agreement Separation Agreement by and between Myrexis, Inc. and Adrian N. Hobden Exhibit 10.1 MYREXIS, INC. Separation Agreement THIS SEPARATION AGREEMENT (the “Agreement”), by and between Myrexis, Inc., a Delaware corporation (the “Company”) and Adrian N. Hobden (the “Executive”) is made as of July 21, 2011. WHEREAS, the Company recognizes the value of the Executive’s service to the Company; WHEREAS, the p |
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| July 22, 2011 |
Form 8-K UNITED STATES 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): July 18, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 22, 2011 |
Myrexis Announces Executive Management Changes Press Release Exhibit 99.1 The Ruth Group Stephanie Carrington (investors) (646) 536-7017 [email protected] Eric Reiss (media) (646) 536-7032 [email protected] Myrexis Announces Executive Management Changes Salt Lake City, (July 22, 2011) – Myrexis, Inc. (Nasdaq: MYRX), a biotechnology company focused on developing and commercializing novel treatments for cancer, today announced t |
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| May 10, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 29, 2011 |
Myrexis Reorganizes to Align Resources with Current Pipeline Press Release Exhibit 99.1 Myrexis, Inc. Wayne Laslie (corporate) Chief Operating Officer 801-214-7822 [email protected] The Ruth Group Stephanie Carrington (investors) (646) 536-7017 [email protected] Jason Rando (media) (646) 536-7025 [email protected] Myrexis Reorganizes to Align Resources with Current Pipeline Salt Lake City, (March 29, 2011) – Myrexis, Inc. (Nasd |
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| March 29, 2011 |
UNITED STATES 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): March 17, 2011 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| February 9, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 9, 2011 |
Myrexis, Inc. Non-Employee Director Compensation Policy (effective November 11, 2010) EX-10.1 2 dex101.htm NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Exhibit 10.1 Myrexis, Inc. Non-Employee Director Compensation Policy (effective November 11, 2010) The following is a description of the standard compensation arrangements under which Myrexis, Inc.’s (the “Company”) non-employee directors will be compensated for their service as directors, including as members of the various committees |
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| January 24, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) MYREXIS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 62856H107 (CUSIP Number) DECEMBER 31, 2010 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursua |
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| November 19, 2010 |
MYREXIS, INC. COMMON STOCK PREFERRED STOCK DEBT SECURITIES PURCHASE CONTRACTS 424B2 Table of Contents Filed pursuant to Rule 424(b)(2) Registration No. 333-170495 PROSPECTUS MYREXIS, INC. $80,000,000 COMMON STOCK PREFERRED STOCK DEBT SECURITIES WARRANTS RIGHTS PURCHASE CONTRACTS UNITS This prospectus will allow us to issue, from time to time at prices and on terms to be determined at or prior to the time of the offering, up to $80,000,000 of any combination of the securitie |
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| November 15, 2010 |
Form 8-K UNITED STATES 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): November 11, 2010 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commissio |
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| November 9, 2010 |
Form of Subordinated Indenture Exhibit 4.9 MYREXIS, INC. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Subordinated Debt Securities CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a) 7.09 310(b) 7.08 7.10 310(c) Inapplicable 311(a) 7.13(a) 311(b) 7.13(b) 311(c) Inapplicable 312(a) 5.02(a) 312(b) 5.02(b) 312(c) 5.02(c) 313(a) 5.04(a) 313(b) 5 |
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| November 9, 2010 |
EX-4.8 2 dex48.htm FORM OF SENIOR INDENTURE Exhibit 4.8 MYREXIS, INC. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Senior Debt Securities CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a) 7.09 310(b) 7.08 7.10 310(c) Inapplicable 311(a) 7.13(a) 311(b) 7.13(b) 311(c) Inapplicable 312(a) 5.02(a) 312(b) 5.02(b) 312(c) 5.02(c) 313(a) 5.04(a) 3 |
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| November 9, 2010 |
Computation of Deficiency of Earnings to Fixed Charges Computation of Deficiency of Earnings to Fixed Charges EXHIBIT 12.1 Computation of Deficiency of Earnings to Fixed Charges 3 Months Ended September 30, Fiscal Years ended June 30, In thousands 2010 2010 2009 2008 2007 2006 Net loss before taxes $ (10,010 ) $ (46,951 ) $ (58,136 ) $ (34,369 ) $ (92,685 ) $ (70,981 ) Plus: fixed charges 87 335 251 214 233 195 Deficiency of earnings to fixed charges |
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| November 9, 2010 |
As filed with the Securities and Exchange Commission on November 9, 2010 Form S-3 Table of Contents As filed with the Securities and Exchange Commission on November 9, 2010 Registration No. |
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| November 9, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 28, 2010 |
Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 27, 2010 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| September 13, 2010 |
NOTICE OF TERMINATION AND RELEASE Notice of Termination and Release by and between the Registrant and Edward Swabb Exihibit 10. |
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| September 13, 2010 |
CERTIFICATE OF AMENDMENT RESTATED CERTIFICATE OF INCORPORATION MYRIAD PHARMACEUTICALS, INC. Certificate of Amendment to Restated Certificate of Incorporation Exhibit 3.1.2 CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF MYRIAD PHARMACEUTICALS, INC. It is hereby certified that: 1. The name of the corporation (hereinafter called the “Corporation”) is Myriad Pharmaceuticals, Inc. 2. The date of filing of the Certificate of Incorporation of the Corporation with the Secre |
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| September 13, 2010 |
Consulting Agreement by and between the Registrant and Edward Swabb Exhibit 10.17 June 18, 2010 Edward Swabb, M.D., Ph.D. [ADDRESS] CONSULTING AGREEMENT Dear Dr. Swabb, This letter will serve as the agreement (the “Agreement”) between Myriad Pharmaceuticals, Inc. (“Myriad”), with a business address at 305 Chipeta Way, Salt Lake City, Utah 84108, and Edward Swabb (the “Consultant”), with a business |
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| September 13, 2010 |
Amended and Restated Certificate of Incorporation of the Registrant Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF MYRIAD PHARMACEUTICALS, INC. (Originally incorporated on January 5, 2009) FIRST: The name of the corporation (hereinafter called the “Corporation”) is MYRIAD PHARMACEUTICALS, INC. SECOND: The address, including street, number, city, and county, of the registered office of the Co |
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| September 13, 2010 |
As filed with the Securities and Exchange Commission on September 13, 2010 As filed with the Securities and Exchange Commission on September 13, 2010 REGISTRATION NO. |
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| September 13, 2010 |
MYREXIS, INC. RESTATED BYLAWS ARTICLE I - STOCKHOLDERS Amended and Restated Bylaws of the Registrant Exhibit 3.2 MYREXIS, INC. RESTATED BYLAWS ARTICLE I - STOCKHOLDERS Section 1. Annual Meeting. An annual meeting of the stockholders, for the election of directors to succeed those whose terms expire and for the transaction of such other business as may properly come before the meeting, shall be held at such place, on such date, and at such time as the |
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| September 13, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2010 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34275 |
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| September 13, 2010 |
EX-10.16 6 dex1016.htm CONSULTING AGREEMENT BY AND BETWEEN THE REGISTRANT AND BARBARA BERRY Exhibit 10.16 June 3, 2010 Barbara Berry [ADDRESS] CONSULTING AGREEMENT Dear Barbara, This letter will serve as the agreement (the “Agreement”) between Myriad Pharmaceuticals, Inc. (“Myriad”), with a business address at 305 Chipeta Way, Salt Lake City, Utah 84108, and Barbara Berry (the “Consultant”), with |
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| September 13, 2010 |
Certificate of Designation Exhibit 3.1.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK OF MYRIAD PHARMACEUTICALS, INC. MYRIAD PHARMACEUTICALS, INC., a Delaware corporation (the “Corporation”), does hereby certify that, pursuant to authority conferred on the Board of Directors of the Corporation by the Restated Certificate of Incorporation of th |
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| September 13, 2010 |
NOTICE OF TERMINATION AND RELEASE Notice of Termination and Release Exhibit 10.18 NOTICE OF TERMINATION AND RELEASE This Notice of Termination and Release, dated June 3, 2010, is provided to Barbara Berry (the “Executive”) by Myriad Pharmaceuticals, Inc. (the “Company”), located at 305 Chipeta Way, Salt Lake City, Utah 84108. A. The Company and the Executive have entered into a certain Executive Severance and Change in Control Agr |
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| September 9, 2010 |
Press Release Exhibit 99.1 Myrexis, Inc. The Ruth Group Patrick M. Burke, Ph.D., V.P. Sara Pellegrino (investors) Corporate and Business Development (646) 536-7002 801-214-7822 [email protected] [email protected] Jason Rando (media) (646) 536-7025 [email protected] Myrexis Reports Fiscal Year 2010 Results Robust Oncology Pipeline Advancing Conference Call Today at 4:3 |
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| September 9, 2010 |
Form 8-K UNITED STATES 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): September 9, 2010 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commissio |
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| September 7, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 MYREXIS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 62856H107 (CUSIP Number) AUGUST 27, 2010 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Sch |
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| July 1, 2010 |
Myriad Pharmaceuticals Formally Adopts Its Name Change to Myrexis, Inc. Effective July 1, 2010 Press Release Exhibit 99.1 Myriad Pharmaceuticals Formally Adopts Its Name Change to Myrexis, Inc. Effective July 1, 2010 SALT LAKE CITY, June 30, 2010 (GLOBE NEWSWIRE) — Effective July 1, Myriad Pharmaceuticals, Inc. (Nasdaq:MYRX) will change its name to Myrexis, Inc. The name change was previously approved by the Company’s shareholders at a special meeting held on April 22, 2010. The Company’s C |
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| July 1, 2010 |
Financial Statements and Exhibits, Other Events UNITED STATES 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): June 30, 2010 MYREXIS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commission File Number |
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| June 10, 2010 |
UNITED STATES 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): June 10, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commiss |
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| June 9, 2010 |
UNITED STATES 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): June 3, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commissi |
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| June 9, 2010 |
Exhibit 99.2 Myriad Pharmaceuticals Announces Presentations of Phase 2 Data of AzixaTM Demonstrating Durable Responses in Patients with Glioblastoma Multiforme and Metastatic Melanoma at ASCO 2010 Salt Lake City, June 7, 2010 — Myriad Pharmaceuticals, Inc. (NASDAQ: MYRX) today announced the presentation of clinical data from two separate Phase 2a combination drug studies of AzixaTM (MPC-6827, veru |
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| June 9, 2010 |
FIRST AMENDMENT TO MYRIAD PHARMACEUTICALS, INC. Executive Severance and Change in Control Agreement First Amendment, dated June 3, 2010. Exhibit 10.1 FIRST AMENDMENT TO MYRIAD PHARMACEUTICALS, INC. Executive Severance and Change in Control Agreement This First Amendment to Myriad Pharmaceuticals, Inc. Executive Severance and Change in Control Agreement (this “Amendment”) is made and entered into this 3rd day of June, 2010, by and between Barbara Berry (the “Executive”) and Myriad Pharmaceuticals |
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| June 9, 2010 |
Myriad Pharmaceuticals Announces Intent to Focus on Oncology Portfolio Press Release dated June 8, 2010. Exhibit 99.1 Myriad Pharmaceuticals Announces Intent to Focus on Oncology Portfolio Salt Lake City, UT – June 8, 2010 - Myriad Pharmaceuticals, Inc. (NASDAQ: MYRX) today announced several strategic initiatives to focus the Company’s efforts on its oncology pipeline and to conserve its financial resources to extend the Company’s projected cash runway beyond 2013. T |
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| June 7, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MYRIAD PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 62856H107 (CUSIP Number) May 28, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| May 17, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 17, 2010 |
AMENDMENT NO. 2 SUBLEASE AGREEMENT RESEARCH PARK BUILDING - PHASE V Amendment No. 2, dated February 19, 2010, to Sublease Agreement Exhibit 10.2 AMENDMENT NO. 2 TO SUBLEASE AGREEMENT RESEARCH PARK BUILDING - PHASE V THIS AMENDMENT NO. 2 TO SUBLEASE AGREEMENT (the “Second Amendment”) is made and entered into on February 19, 2010 by and between Myriad Genetics, Inc. (the “Landlord”) and Myriad Pharmaceuticals, Inc. (the “Tenant”). RECITALS A. Capitalized terms which |
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| April 23, 2010 |
Submission of Matters to a Vote of Security Holders UNITED STATES 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): April 22, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commis |
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| April 19, 2010 |
Myriad Pharmaceuticals Announces Termination of Merger Agreement with Javelin Pharmaceuticals Press Release Exhibit 99.1 Myriad Pharmaceuticals Announces Termination of Merger Agreement with Javelin Pharmaceuticals Salt Lake City, UT, April 19, 2010 – Myriad Pharmaceuticals, Inc (NASDAQ: MYRX) today announced the termination, effective as of Friday, April 16, 2010, of its merger agreement with Javelin Pharmaceuticals (NYSE Amex: JAV). In accordance with the terms of the merger agreement, M |
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| April 19, 2010 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES 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): April 19, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commis |
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| April 19, 2010 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| April 12, 2010 |
Form 8-K UNITED STATES 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): April 9, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) |
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| April 12, 2010 |
Myriad Pharmaceuticals Receives Notice of Javelin’s Intent to Terminate Merger Agreement Press Release Exhibit 99.1 Myriad Pharmaceuticals Receives Notice of Javelin’s Intent to Terminate Merger Agreement Salt Lake City, UT, April 12, 2010 – Myriad Pharmaceuticals, Inc (NASDAQ: MYRX) today announced that it has received a notice from Javelin Pharmaceuticals, Inc. (NYSE Amex: JAV) of its intent to terminate the merger agreement between the two companies (the “Merger Agreement”). The no |
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| April 12, 2010 |
Form 8-K UNITED STATES 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): April 9, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) |
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| April 12, 2010 |
Myriad Pharmaceuticals Receives Notice of Javelin’s Intent to Terminate Merger Agreement Press Release Exhibit 99.1 Myriad Pharmaceuticals Receives Notice of Javelin’s Intent to Terminate Merger Agreement Salt Lake City, UT, April 12, 2010 – Myriad Pharmaceuticals, Inc (NASDAQ: MYRX) today announced that it has received a notice from Javelin Pharmaceuticals, Inc. (NYSE Amex: JAV) of its intent to terminate the merger agreement between the two companies (the “Merger Agreement”). The no |
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| March 15, 2010 |
Press Release Exhibit 99.1 Myriad Pharmaceuticals, Inc. Sets Date for Special Stockholder Meeting to Approve Merger with Javelin Pharmaceuticals, Inc. Salt Lake City, UT. March 15, 2010 – Myriad Pharmaceuticals Inc. (NASDAQ:MYRX), announced today that a registration statement on Form S-4 relating to the proposed merger with Javelin Pharmaceuticals, Inc. has been declared effective by the Securitie |
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| March 15, 2010 |
Press Release Exhibit 99.1 Myriad Pharmaceuticals, Inc. Sets Date for Special Stockholder Meeting to Approve Merger with Javelin Pharmaceuticals, Inc. Salt Lake City, UT. March 15, 2010 – Myriad Pharmaceuticals Inc. (NASDAQ:MYRX), announced today that a registration statement on Form S-4 relating to the proposed merger with Javelin Pharmaceuticals, Inc. has been declared effective by the Securitie |
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| March 15, 2010 |
Financial Statements and Exhibits, Other Events UNITED STATES 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): March 15, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commis |
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| March 15, 2010 |
UNITED STATES 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): March 15, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commis |
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| March 12, 2010 |
PROPOSED MERGER?YOUR VOTE IS VERY IMPORTANT Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-164890 PROPOSED MERGER?YOUR VOTE IS VERY IMPORTANT To the Stockholders of Myriad Pharmaceuticals, Inc. and Javelin Pharmaceuticals, Inc: On December 18, 2009, Myriad Pharmaceuticals, Inc., which we refer to as MPI, and Javelin Pharmaceuticals, Inc., which we refer to as Javelin, entered into an agreement and plan of merger pur |
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| March 10, 2010 |
As filed with the Securities and Exchange Commission on March 10, 2010 Amendment No.1 to the Form S-4 Table of Contents As filed with the Securities and Exchange Commission on March 10, 2010 Registration No. 333-164890 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Myriad Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 283 |
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| March 10, 2010 |
Response Letter One Financial Center Boston, MA 02111 617-542-6000 617-542-2241 fax www. |
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| March 10, 2010 |
Form 8-K UNITED STATES 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): March 10, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation |
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| March 10, 2010 |
Form 8-K UNITED STATES 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): March 10, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation |
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| March 10, 2010 |
Myriad Pharmaceuticals, Inc. 305 Chipeta Way Salt Lake City, Utah 84108 Myriad Pharmaceuticals, Inc. 305 Chipeta Way Salt Lake City, Utah 84108 March 10, 2010 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer Riegel, Esq. RE: Myriad Pharmaceuticals, Inc. Registration Statement on Form S-4 (File No. 333-164890) Acceleration Request Dear Ms. Riegel: Pursuant to Rule 46 |
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| March 10, 2010 |
Form of Proxy of the Registrant Exhibit 99.1 SPECIAL MEETING OF STOCKHOLDERS OF MYRIAD PHARMACEUTICALS, INC. April 22, 2010 PROXY VOTING INSTRUCTIONS INTERNET - Access “www.voteproxy.com” and follow the on-screen instructions. Have your proxy card available when you access the web page, and use the Company Number and Account Number shown on your proxy card. TELEPHONE - Call toll-free 1-800-PROXIES |
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| March 10, 2010 |
Form of Proxy of Javelin Pharmaceuticals Inc Exhibit 99.2 FORM OF PROXY CARD JAVELIN PHARMACEUTICALS, INC. SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON APRIL 22, 2010 This Proxy is Solicited on Behalf of the Board of Directors The undersigned stockholder of JAVELIN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), acknowledges receipt of the Notice of Special Meeting of Stockholders |
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| March 10, 2010 |
CONSENT OF DEUTSCHE BANK SECURITIES INC. Consent of Deutsche Bank Securities Inc Exhibit 99.3 CONSENT OF DEUTSCHE BANK SECURITIES INC. Board of Directors Myriad Pharmaceuticals, Inc. 305 Chipeta Way Salt Lake City, Utah 84108 Members of the Board: We hereby consent to the inclusion of (i) our opinion letter, dated December 17, 2009, to the Board of Directors of Myriad Pharmaceuticals, Inc. (“MPI”) as Annex B to the joint proxy statement/ |
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| March 10, 2010 |
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT EX-10.1 2 dex101.htm FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of March 10, 2010, by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Javelin Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and Innovative Drug De |
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| March 10, 2010 |
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT First Amendment to Loan and Security Agreement Exhibit 10.1 FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is dated as of March 10, 2010, by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Javelin Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and Innovative Drug Delivery Systems, Inc., |
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| February 16, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 16, 2010 |
Form 8-K UNITED STATES 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 16, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporat |
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| February 16, 2010 |
Myriad Pharmaceuticals Reports Second Quarter FY’ 2010 Financial Results Exhibit 99.1 Myriad Pharmaceuticals Reports Second Quarter FY? 2010 Financial Results Salt Lake City, UT, February 16, 2010 ? Myriad Pharmaceuticals, Inc. (NASDAQ: MYRX) today reported financial results for its second fiscal quarter ended December 31, 2009. ?We are pleased with the progress we have made over the past seven months.? said Adrian N. Hobden Ph.D., President and CEO of Myriad Pharmaceu |
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| February 16, 2010 |
Form 8-K UNITED STATES 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 16, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporat |
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| February 16, 2010 |
Myriad Pharmaceuticals Reports Second Quarter FY’ 2010 Financial Results Press Release Exhibit 99.1 Myriad Pharmaceuticals Reports Second Quarter FY’ 2010 Financial Results Salt Lake City, UT, February 16, 2010 — Myriad Pharmaceuticals, Inc. (NASDAQ: MYRX) today reported financial results for its second fiscal quarter ended December 31, 2009. “We are pleased with the progress we have made over the past seven months.” said Adrian N. Hobden Ph.D., President and CEO of My |
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| February 12, 2010 |
CONSENT OF UBS SECURITIES LLC [LETTERHEAD OF UBS SECURITIES LLC] EX-99.4 10 dex994.htm CONSENT OF UBS SECURITIES LLC Exhibit 99.4 CONSENT OF UBS SECURITIES LLC [LETTERHEAD OF UBS SECURITIES LLC] The Board of Directors Javelin Pharmaceuticals, Inc. 125 CambridgePark Drive Cambridge, Massachusetts 02140 Dear Members of the Board: We hereby consent to the inclusion of our opinion letter, dated December 18, 2009, to the Board of Directors of Javelin Pharmaceuticals |
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| February 12, 2010 |
CONSENT OF DEUTSCHE BANK SECURITIES INC. Consent of Deutsche Bank Securities Inc. Exhibit 99.3 CONSENT OF DEUTSCHE BANK SECURITIES INC. Board of Directors Myriad Pharmaceuticals, Inc. 305 Chipeta Way Salt Lake City, Utah 84108 Members of the Board: We hereby consent to the inclusion of (i) our opinion letter, dated December 17, 2009, to the Board of Directors of Myriad Pharmaceuticals, Inc. (“MPI”) as Annex B to the joint proxy statement |
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| February 12, 2010 |
As filed with the Securities and Exchange Commission on February 12, 2010 Form S-4 Table of Contents As filed with the Securities and Exchange Commission on February 12, 2010 Registration No. |
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| February 12, 2010 |
Consent of Martin J. Driscoll Exhibit 99.5 CONSENT OF MARTIN J. DRISCOLL In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement on Form S-4 filed by Myriad Pharmaceuticals, Inc. (“MPI”) with the Securities and Exchange Commission on February 12, 2010, and all supplements and amendments there |
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| February 12, 2010 |
EX-99.1 7 dex991.htm FORM OF PROXY OF THE REGISTRANT Exhibit 99.1 FORM OF PROXY CARD MYRIAD PHARMACEUTICALS, INC. THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS FOR THE SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON , 2010 The undersigned hereby appoints Adrian N. Hobden and Robert J. Lollini, and each of them (with full power to act alone), proxies, with full power of substitution, to vote all |
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| February 12, 2010 |
Consent of Neil W. Flanzraich Exhibit 99.6 CONSENT OF NEIL W. FLANZRAICH In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration Statement on Form S-4 filed by Myriad Pharmaceuticals, Inc. (“MPI”) with the Securities and Exchange Commission on February 12, 2010, and all supplements and amendments there |
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| February 12, 2010 |
Exhibit 21.1 MPI Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Myriad Pharmaceuticals, Inc. |
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| February 12, 2010 |
EX-99.2 8 dex992.htm FORM OF PROXY OF JAVELIN PHARMACEUTICALS INC. Exhibit 99.2 FORM OF PROXY CARD JAVELIN PHARMACEUTICALS, INC. SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON , 2010 This Proxy is Solicited on Behalf of the Board of Directors The undersigned stockholder of JAVELIN PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), acknowledges receipt of the Notice of Special Meeting of |
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| February 4, 2010 |
MYRIAD PHARMACEUTICALS, INC. Form of Executive Severance and Change in Control Agreement Form of Executive Severance and Change in Control Agreement Exhibit 10.2 MYRIAD PHARMACEUTICALS, INC. Form of Executive Severance and Change in Control Agreement THIS EXECUTIVE SEVERANCE AND CHANGE IN CONTROL AGREEMENT (this “Agreement”), by and between Myriad Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (the “Executive”), is made as of February 1, 2010 (the “Effective Date”) |
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| February 4, 2010 |
MYRIAD PHARMACEUTICALS, INC. Executive Severance and Change in Control Agreement Executive Severance and Change in Control Agreement Exhibit 10.1 MYRIAD PHARMACEUTICALS, INC. Executive Severance and Change in Control Agreement THIS EXECUTIVE SEVERANCE AND CHANGE IN CONTROL AGREEMENT (this “Agreement”), by and between Myriad Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Adrian N. Hobden (the “Executive”), is made as of February 1, 2010 (the “Effective Date” |
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| February 4, 2010 |
Form 8-K UNITED STATES 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 1, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporati |
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| February 3, 2010 |
Form 8-K UNITED STATES 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 3, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporati |
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| February 3, 2010 |
Form 8-K UNITED STATES 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 3, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporati |
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| February 3, 2010 |
Myriad Pharmaceuticals to Present at BIO CEO & Investor Conference on February 8th Press Release Exhibit 99.1 Myriad Pharmaceuticals to Present at BIO CEO & Investor Conference on February 8th 12th Annual BIO CEO & Investor Conference SALT LAKE CITY, Utah, Feb. 3, 2010 —Myriad Pharmaceuticals, Inc. (Nasdaq:MYRX), a pharmaceutical company dedicated to the discovery and development of novel cancer therapies, today announced that Adrian N. Hobden, Ph.D., President and Chief Executi |
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| February 3, 2010 |
Myriad Pharmaceuticals to Present at BIO CEO & Investor Conference on February 8th Press Release Exhibit 99.1 Myriad Pharmaceuticals to Present at BIO CEO & Investor Conference on February 8th 12th Annual BIO CEO & Investor Conference SALT LAKE CITY, Utah, Feb. 3, 2010 —Myriad Pharmaceuticals, Inc. (Nasdaq:MYRX), a pharmaceutical company dedicated to the discovery and development of novel cancer therapies, today announced that Adrian N. Hobden, Ph.D., President and Chief Executi |
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| February 2, 2010 |
Form 8-K UNITED STATES 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 2, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporati |
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| February 2, 2010 |
Form 8-K UNITED STATES 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 2, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporati |
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| February 2, 2010 |
Exhibit 99.1 FDA Accepts Javelin Pharmaceuticals? Submission and Files New Drug Application for Dyloject? - Key Milestone in the Proposed Merger of Myriad Pharmaceuticals and Javelin Pharmaceuticals - SALT LAKE CITY, Utah, Feb. 2, 2010 ? Myriad Pharmaceuticals Inc. (NASDAQ:MYRX) today announced that the U.S. Food and Drug Administration (FDA) has accepted Javelin Pharmaceuticals? submission and fi |
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| February 2, 2010 |
Press Release Exhibit 99.1 FDA Accepts Javelin Pharmaceuticals’ Submission and Files New Drug Application for Dyloject™ - Key Milestone in the Proposed Merger of Myriad Pharmaceuticals and Javelin Pharmaceuticals - SALT LAKE CITY, Utah, Feb. 2, 2010 — Myriad Pharmaceuticals Inc. (NASDAQ:MYRX) today announced that the U.S. Food and Drug Administration (FDA) has accepted Javelin Pharmaceuticals’ sub |
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| January 25, 2010 |
Filed by Myriad Pharmaceuticals, Inc. pursuant to Filed by Myriad Pharmaceuticals, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Javelin Pharmaceuticals, Inc. Subject Company’s Commission File No.: 001-32949 THE FOLLOWING IS A COPY OF A SLIDE PRESENTATION USED BY MYRIAD PHARMACEUTICALS, INC. WITH INVESTORS AND OTHERS INITIALLY ON JANUARY 25, 2010. Myriad Pharmaceuticals, Inc. January, 2010 NASDAQ: MYRX ww |
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| January 14, 2010 |
Form 8-K UNITED STATES 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): January 4, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporatio |
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| January 14, 2010 |
Form 8-K UNITED STATES 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): January 4, 2010 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporatio |
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| December 24, 2009 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(k)1 EXHIBIT 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(k)1 The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| December 24, 2009 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. )* Myriad Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 62856H107 (CUSIP Number) |
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| December 21, 2009 |
Filed by Myriad Pharmaceuticals, Inc. pursuant to Rule 425 Filed by Myriad Pharmaceuticals, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Javelin Pharmaceuticals, Inc. Subject Company’s Commission File No.: 001-32949 THE FOLLOWING IS THE TRANSCRIPT OF THE JOINT CONFERENCE CALL OF MYRIAD PHARMACEUTICALS, INC. AND JAVELIN PHARMACEUTICALS, INC. HELD ON DECEMBER 18, 2009 AT 9:00 A.M. Operator: Good day everyo |
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| December 18, 2009 |
EX-10.1 3 dex101.htm FORM OF ESCROW AGREEMENT Exhibit 10.1 FORM OF ESCROW AGREEMENT THIS ESCROW AGREEMENT, dated as of [ ], 2010 (this “Agreement”), is by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Frederick E. Pierce, II, solely in his capacity as representative of the stockholders of Javelin Pharmaceuticals, Inc. (the “Stockholder Representative”), and American St |
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| December 18, 2009 |
FORM OF VOTING AGREEMENT FOR HOLDERS OF COMPANY COMMON STOCK Form of Javelin Stockholder Voting Agreement Exhibit 10.2 FORM OF VOTING AGREEMENT FOR HOLDERS OF COMPANY COMMON STOCK THIS VOTING AGREEMENT (“Agreement”), dated as of December 18, 2009, is made by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Javelin Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of |
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| December 18, 2009 |
Loan and Security Agreement Exhibit 10.4 Execution Copy LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of December 18, 2009, by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Javelin Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and Innovative Drug Delivery Systems, Inc., a Delaware corporation (the “Subsidiar |
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| December 18, 2009 |
Exhibit 10.4 Execution Copy LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this ?Agreement?) is dated as of December 18, 2009, by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (?Parent?), Javelin Pharmaceuticals, Inc., a Delaware corporation (the ?Company?) and Innovative Drug Delivery Systems, Inc., a Delaware corporation (the ?Subsidiary?). The Company and the Sub |
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| December 18, 2009 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES 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): December 18, 2009 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Com |
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| December 18, 2009 |
Form of Escrow Agreement Exhibit 10.1 FORM OF ESCROW AGREEMENT THIS ESCROW AGREEMENT, dated as of [ ], 2010 (this “Agreement”), is by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Frederick E. Pierce, II, solely in his capacity as representative of the stockholders of Javelin Pharmaceuticals, Inc. (the “Stockholder Representative”), and American Stock Transfer and Trus |
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| December 18, 2009 |
Filed by Myriad Pharmaceuticals, Inc. pursuant to Filed by Myriad Pharmaceuticals, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Javelin Pharmaceuticals, Inc. Subject Company’s Commission File No.: 001-32949 THE FOLLOWING IS A COPY OF THE SLIDE PRESENTATION USED DURING THE JOINT CONFERENCE CALL OF MYRIAD PHARMACEUTICALS, INC. AND JAVELIN PHARMACEUTICALS, INC. HELD ON DECEMBER 18, 2009 AT 9:00 A.M. NASDAQ: |
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| December 18, 2009 |
UNITED STATES 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): December 18, 2009 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Com |
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| December 18, 2009 |
Filed by Myriad Pharmaceuticals, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Javelin Pharmaceuticals, Inc. Subject Company’s Commission File No.: 001-32949 THE FOLLOWING IS A COPY OF FREQUENTLY ASKED QUESTIONS POSTED TO THE MYRIAD PHARMACEUTICALS WEBSITE ON DECEMBER 18, 2009. FREQUENTLY ASKED QUESTIONS 1. Who is Javelin? Javelin Pharmaceuticals, Inc is a |
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| December 18, 2009 |
FORM OF VOTING AGREEMENT FOR HOLDERS OF PARENT COMMON STOCK Form of MPI Stockholder Voting Agreement Exhibit 10.3 FORM OF VOTING AGREEMENT FOR HOLDERS OF PARENT COMMON STOCK THIS VOTING AGREEMENT (“Agreement”), dated as of December 18, 2009, is made by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Javelin Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capit |
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| December 18, 2009 |
Filed by Myriad Pharmaceuticals, Inc. pursuant to Filed by Myriad Pharmaceuticals, Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Javelin Pharmaceuticals, Inc. Subject Company’s Commission File No.: 001-32949 THE FOLLOWING IS A COPY OF A LETTER TO THE SHAREHOLDERS OF MYRIAD PHARMACEUTICALS POSTED TO THE MYRIAD PHARMACEUTICALS WEBSITE ON DECEMBER 18, 2009. The acquisition of Javelin Pharmaceuticals by Myria |
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| December 18, 2009 |
Agreement and Plan of Merger Table of Contents Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER by and among MYRIAD PHARMACEUTICALS, INC., MPI MERGER SUB, INC., JAVELIN PHARMACEUTICALS, INC. and FREDERICK E. PIERCE, II Dated as of December 18, 2009 Table of Contents TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.01 Definitions 2 Section 1.02 Interpretation and Rules of Constructio |
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| December 18, 2009 |
Joint Press Release Exhibit 99.1 Myriad Pharmaceuticals to Acquire Javelin Pharmaceuticals - Creates pipeline with potential near-term product launch of Dyloject™ and portfolio of early-, mid- and late-stage drug candidates in cancer, HIV and pain - -Joint Conference Call Scheduled for 9:00 AM ET Friday, December 18, 2009 - SALT LAKE CITY, UT, and CAMBRIDGE, MA—December 18, 2009—Myriad Pharmaceuti |
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| December 18, 2009 |
Agreement and Plan of Merger Table of Contents Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER by and among MYRIAD PHARMACEUTICALS, INC., MPI MERGER SUB, INC., JAVELIN PHARMACEUTICALS, INC. and FREDERICK E. PIERCE, II Dated as of December 18, 2009 Table of Contents TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.01 Definitions 2 Section 1.02 Interpretation and Rules of Constructio |
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| December 18, 2009 |
Joint Press Release Exhibit 99.1 Myriad Pharmaceuticals to Acquire Javelin Pharmaceuticals - Creates pipeline with potential near-term product launch of Dyloject™ and portfolio of early-, mid- and late-stage drug candidates in cancer, HIV and pain - -Joint Conference Call Scheduled for 9:00 AM ET Friday, December 18, 2009 - SALT LAKE CITY, UT, and CAMBRIDGE, MA—December 18, 2009—Myriad Pharmaceuti |
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| December 18, 2009 |
FORM OF VOTING AGREEMENT FOR HOLDERS OF PARENT COMMON STOCK Form of MPI Stockholder Voting Agreement Exhibit 10.3 FORM OF VOTING AGREEMENT FOR HOLDERS OF PARENT COMMON STOCK THIS VOTING AGREEMENT (“Agreement”), dated as of December 18, 2009, is made by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Javelin Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capit |
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| December 18, 2009 |
FORM OF VOTING AGREEMENT FOR HOLDERS OF COMPANY COMMON STOCK EX-10.2 4 dex102.htm FORM OF JAVELIN STOCKHOLDER VOTING AGREEMENT Exhibit 10.2 FORM OF VOTING AGREEMENT FOR HOLDERS OF COMPANY COMMON STOCK THIS VOTING AGREEMENT (“Agreement”), dated as of December 18, 2009, is made by and among Myriad Pharmaceuticals, Inc., a Delaware corporation (“Parent”), Javelin Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockh |
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| November 12, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 12, 2009 |
AMENDMENT NO. 1 SUBLEASE AGREEMENT RESEARCH PARK BUILDING - PHASE V Amendment No. 1, effective November 11, 2009, to Sublease Agreement Exhibit 10.1 AMENDMENT NO. 1 TO SUBLEASE AGREEMENT RESEARCH PARK BUILDING - PHASE V THIS AMENDMENT NO. 1 TO SUBLEASE AGREEMENT (the “First Amendment”) is made and entered into effective as of November 11, 2009 by and between Myriad Genetics, Inc. (the “Landlord”), and Myriad Pharmaceuticals, Inc. (the “Tenant”). WHEREAS, Landlord |
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| September 28, 2009 |
Myriad Pharmaceuticals, Inc. Management Performance—Incentive Bonus Program Fiscal Year 2010 Exhibit 10.12 Myriad Pharmaceuticals, Inc. Management Performance?Incentive Bonus Program Fiscal Year 2010 The Compensation Committee of the Board of Directors of Myriad Pharmaceuticals, Inc. has implemented an annual management performance?incentive bonus program for the purpose of establishing annual performance objectives for our executives, including our named executive officers, to align thei |
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| September 28, 2009 |
MYRIAD PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENT Form of Employment Agreement Exhibit 10.10 MYRIAD PHARMACEUTICALS, INC. EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into by and between Myriad Pharmaceuticals, Inc. (hereinafter referred to as the “Company”), and (hereinafter referred to as “Employee”). In consideration of the undersigned’s employment, compensation, and other valuable consideration and mutual covenants contained herein |
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| September 28, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 28, 2009 |
Offer Letter - Robert J. Lollini Exhibit 10.11 January 30, 2009 Robert J. Lollini [ADDRESS] Dear Bob, We are pleased that you have decided to join Myriad Pharmaceuticals. We are confident that you will find Myriad to have the stimulating and rewarding environment that you seek. Myriad is pleased to offer you the position of Chief Financial Offer with Myriad Pharmaceuticals, Inc. at an annual salar |
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| September 14, 2009 |
rrd226439255695.html POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Gibbs, Vice President, Legal, and Secretary, of Myriad Pharmaceuticals, Inc. (the "Company"), Adrian Hobden, President and Chief Executive Officer of the Company, Robert Lollini, Chief Financial Officer, and Treasurer of the Company, and Brian Keane and Ann Margare |
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| September 14, 2009 |
Form 8-K UNITED STATES 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): September 10, 2009 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorpora |
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| July 7, 2009 |
Employee Matters Agreement Exhibit 10.3 EMPLOYEE MATTERS AGREEMENT by and between MYRIAD GENETICS, INC. and MYRIAD PHARMACEUTICALS, INC. Dated as of June 30, 2009 EMPLOYEE MATTERS AGREEMENT EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of June 30, 2009, by and between Myriad Genetics, Inc., a Delaware corporation (“Myriad”), and Myriad Pharmaceuticals, Inc., a Delaware corporation (“MPI” |
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| July 7, 2009 |
UNITED STATES 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): June 30, 2009 MYRIAD PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-34275 26-3996918 (State or other jurisdiction of incorporation) (Commiss |
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| July 7, 2009 |
EX-10.1 3 dex101.htm TAX SHARING AGREEMENT Exhibit 10.1 TAX SHARING AGREEMENT This Tax Sharing Agreement (this “Agreement”) is entered into as of June 30, 2009 between Myriad Genetics, Inc., a Delaware corporation (“Myriad”), and Myriad Pharmaceuticals, Inc., a Delaware corporation and wholly owned subsidiary of Myriad (“MPI” and together with Myriad, the “Parties”). Capitalized terms used in this |
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| July 7, 2009 |
Sublease Agreement Exhibit 10.2 SUBLEASE AGREEMENT LANDLORD: Myriad Genetics, Inc. TENANT: Myriad Pharmaceuticals, Inc. TABLE OF CONTENTS DESCRIPTION PAGE I. PREMISES 1 1.1 Description of Premises 1 1.2 Work of Improvement 1 1.3 Construction of Shell Building 2 1.4 Construction of Tenant Finish 2 II. TERM 2 2.1 Length of Term 2 2.2 Commencement Date; Obligation to Pay Rent 2 2.3 Option to Extend 3 |
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| July 7, 2009 |
Table of Contents Exhibit 99.1 June 18, 2009 Dear Myriad Genetics, Inc. Stockholder: I am pleased to inform you that the Board of Directors of Myriad Genetics, Inc. (“Myriad Genetics”) has approved the distribution of all of the shares of common stock of its wholly owned subsidiary, Myriad Pharmaceuticals, Inc. (“MPI”), to Myriad Genetics stockholders. MPI holds substantially all of the assets ass |
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| July 7, 2009 |
Separation and Distribution Agreement Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT by and between MYRIAD GENETICS, INC. and MYRIAD PHARMACEUTICALS, INC. Dated as of June 30, 2009 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.1 General 1 Section 1.2 References; Interpretation 8 ARTICLE II THE SEPARATION Section 2.1 General 8 Section 2.2 Transfer of Assets and Assumption of Liabilities |
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| July 7, 2009 |
Exhibit 99.2 For Immediate Release Myriad Pharmaceuticals, Inc. Established as an Independent Pharmaceutical Development Company - Company will advance three clinical development programs in oncology and infectious disease - - Conference call scheduled for 10:00 AM EDT on July 1, 2009 - Salt Lake City, UT (July 1, 2009) — Myriad Pharmaceuticals, Inc. (MPI) today announced that it has completed its |
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| June 30, 2009 |
EX-4.1 3 dex41.htm SHAREHOLDER RIGHTS AGREEMENT Exhibit 4.1 EXECUTION COPY MYRIAD PHARMACEUTICALS, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS RIGHTS AGENT SHAREHOLDER RIGHTS AGREEMENT DATED AS OF JUNE 30, 2009 TABLE OF CONTENTS Section 1. Certain Definitions 1 Section 2. Appointment of Rights Agent 7 Section 3. Issue of Right Certificates 7 Section 4. Form of Right Certificates 8 Se |
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| June 30, 2009 |
Certificate of Designation Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK OF MYRIAD PHARMACEUTICALS, INC. MYRIAD PHARMACEUTICALS, INC., a Delaware corporation (the “Corporation”), does hereby certify that, pursuant to authority conferred on the Board of Directors of the Corporation by the Restated Certificate of Incorporation of the |
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| June 30, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Myriad Pharmaceuticals, Inc. (Exact name of the Registrant as specified in its charter) Delaware 26-3996918 (State of incorporation or organization) (I.R.S. Employer Identification No.) 320 Wakar |
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| June 29, 2009 |
As filed with the Securities and Exchange Commission on June 29, 2009 Form S-8 As filed with the Securities and Exchange Commission on June 29, 2009 REGISTRATION NO. |
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| June 11, 2009 |
rrd220086248332.html POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Gibbs, Vice President, Legal, and Secretary, of Myriad Pharmaceuticals, Inc. (the "Company"), Adrian Hobden, President and Chief Executive Officer of the Company, Robert Lollini, Chief Financial Officer, and Treasurer of the Company, and Brian Keane and Ann Margare |
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| June 11, 2009 |
rrd220075248320.html POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Gibbs, Vice President, Legal, and Secretary, of Myriad Pharmaceuticals, Inc. (the "Company"), Adrian Hobden, President and Chief Executive Officer of the Company, Robert Lollini, Chief Financial Officer, and Treasurer of the Company, and Brian Keane and Ann Margare |
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| June 11, 2009 |
rrd220078248323.html POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Gibbs, Vice President, Legal, and Secretary, of Myriad Pharmaceuticals, Inc. (the "Company"), Adrian Hobden, President and Chief Executive Officer of the Company, Robert Lollini, Chief Financial Officer, and Treasurer of the Company, and Brian Keane and Ann Margare |
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| June 11, 2009 |
rrd220079248324.html POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Gibbs, Vice President, Legal, and Secretary, of Myriad Pharmaceuticals, Inc. (the "Company"), Adrian Hobden, President and Chief Executive Officer of the Company, Robert Lollini, Chief Financial Officer, and Treasurer of the Company, and Brian Keane and Ann Margare |
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| June 11, 2009 |
rrd220073248318.html POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Gibbs, Vice President, Legal, and Secretary, of Myriad Pharmaceuticals, Inc. (the "Company"), Adrian Hobden, President and Chief Executive Officer of the Company, Robert Lollini, Chief Financial Officer, and Treasurer of the Company, and Brian Keane and Ann Margare |
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| June 11, 2009 |
rrd220074248319.html POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Andrew Gibbs, Vice President, Legal, and Secretary, of Myriad Pharmaceuticals, Inc. (the "Company"), Adrian Hobden, President and Chief Executive Officer of the Company, Robert Lollini, Chief Financial Officer, and Treasurer of the Company, and Brian Keane and Ann Margare |
