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 22, 2013
OXiGENE, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-21990 | 13-3679168 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
701 Gateway Boulevard, Suite 210, South San Francisco, CA 94080
(Address of principal executive offices)
Registrant’s telephone number, including area code: (650) 635-7000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:
| ¨ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01 | Other Events. |
On February 22, 2013, OXiGENE, Inc. (the “Company”) filed a prospectus supplement to its registration statement on Form S-3 (File No. 333-181813) previously filed with the Securities and Exchange Commission (the “SEC”) relating to the sale of shares of the Company’s common stock having an aggregate value of $750,059 from time to time pursuant to the At Market Issuance Sales Agreement, dated July 21, 2010, as amended on May 31, 2012 (the “Agreement”), by and between the Company and MLV & Co. LLC, as Agent. As of February 22, 2013, shares of common stock in an aggregate offering amount of $2,928,126 have been sold under the base prospectus, dated June 14, 2012, included in the registration statement on Form S-3 (File No. 333-181813). Sales of common stock under the February 22, 2013 prospectus supplement will be made from time to time as market conditions warrant, in the Company’s discretion.
The Agreement has been previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K on July 21, 2010, with the May 31 amendment filed as Exhibit 1.2 to its registration statement on Form S-3 (File No. 333-181813) filed on May 31, 2012, and is incorporated herein by reference. A copy of the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., relating to the legality of the shares, is filed as Exhibit 5.1 to this Current Report and is incorporated by reference into the registration statement.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
Exhibit Number | Description | |
| 5.1 | Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OXiGENE, Inc. | ||||
| Date: February 22, 2013 | /s/ Dr. Peter J. Langecker | |||
| By: Dr. Peter J. Langecker | ||||
| Its: Chief Executive Officer | ||||
EXHIBIT INDEX
Exhibit Number | Description | |
| 5.1 | Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. | |