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, 2004
CONNETICS CORPORATION
(Exact Name of Registrant as Specified in Charter) | | | | |
Delaware | | 0-27406 | | 94-3173928 |
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(State or Other | | (Commission File | | (IRS Employer |
Jurisdiction of | | Number) | | Identification No.) |
Incorporation) | | | | |
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3290 West Bayshore Road, Palo Alto, California | | | 94303 | |
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(Address of Principal Executive Offices) | | | (Zip Code) | |
Registrant’s telephone number, including area code (650) 843-2800
TABLE OF CONTENTS
Item 5. Other Events.
On February 12, 2004, Connetics Corporation (the “Company”) announced that it had entered into definitive agreements with independent accredited institutional investors relating to a private placement of 3.0 million shares of common stock of the Company at a price of $20.25 per share for aggregate gross proceeds of approximately $60.8 million. The Company intends to use the net proceeds of approximately $56.7 million to partially pay for the recently announced pending acquisition of Soriatane®- brand acitretin, and for general corporate purposes, including working capital.
The Company does not intend to incur any indebtedness under its $30 million Credit and Guaranty Agreement with Goldman Sachs Credit Partners L.P., dated as of February 6, 2004, in connection with the pending acquisition of Soriatane.
A copy of the press release relating to the private placement is attached as Exhibit 99.1 and is incorporated into this Item 5.
Item 7. Financial Statements,Pro FormaFinancial Information and Exhibits.
(c) Exhibits
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Exhibit No. | | Description |
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99.1 | | Press Release dated February 12, 2004 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| CONNETICS CORPORATION |
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| By: | /s/ Katrina J. Church | | | | |
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| | Katrina J. Church | | | | |
| | Executive Vice President, Legal Affairs, | | | | |
| | General Counsel and Secretary | | | | |
Date: February 13, 2004
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EXHIBIT INDEX
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Exhibit | | Description |
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99.1 | | Press Release dated February 12, 2004 |