xoma8kano1_020210.htm
 

 
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 2, 2010
 
XOMA LTD.
(Exact name of registrant as specified in its charter)
 
Bermuda
(State of other jurisdiction of incorporation)
 

0-14710
  
52-2154066
(Commission File Number)
  
(IRS Employer Identification No.)

 
2910 Seventh Street, Berkeley, California
  
94710
(Address of principal executive offices)
  
(Zip code)

 
Registrant's telephone number, including area code
  
(510) 204-7200
 
 
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
 
 o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 o
Soliciting material pursuant to Rule 14A-12 under the Exchange Act (17 CFR  240.14a-12)
 
 o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR.14d-2(b))
 
 o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 
 


 
ITEM 9.01                      FINANCIAL STATEMENTS AND EXHIBITS
 
On February 2, 2010, XOMA Ltd. (the “Company”) filed a Form 8-K under Item 1.01 to report the entry into a definitive agreement with Lazard Capital Markets LLC to sell 42,000,000 units, each consisting of one of the Company’s common shares and a warrant to purchase 0.45 of a common share, for gross proceeds of $21.0 million.  The opinion of Conyers Dill & Pearman relating to such transaction is attached hereto as Exhibit 5.1 ..
 
 (d)           Exhibits.
 
Exhibit
Number
Description
   
5.1
Legal Opinion of Conyers Dill & Pearman


 
 
 

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
XOMA LTD.
 
 
By:  /s/ Christopher J. Margolin   
        Christopher J. Margolin
        Vice President, General Counsel and
        Secretary
 

 
Date: February 3, 2010

 
 
 

EXHIBIT INDEX
 
Number
Description
   
5.1
Legal Opinion of Conyers Dill & Pearman