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, 1998
Pharmos Corporation
(Exact name of registrant as specified in its charter)
Nevada 0-11550 13-3207413
(State or other jurisdiction Commission File Number (I.R.S. Employer)
of incorporation or organization) Identification Number)
101 East 52nd Street, 36th Floor, New York, NY 10022
(Address of principal executive offices) (zip code)
(212) 838-0087
(Registrant's telephone number including area code)
None
(Former name, former address and former fiscal year,
if changed since last report)
Item 5 Other Events
Pharmos has raised $5 million in gross proceeds in a private placement of
convertible preferred stock and warrants to CC Investments, LDC, an
institutional investor. The preferred stock is convertible into common shares.
Gemini Capital, a division of R.D. Kushnir & Co., acted as placement agent in
the transaction.
Item 7 Exhibits
(a) Exhibits
*10.1 Form of Warrant dated as of February 4, 1998 between the Company and the
Investors and the Company and the Placement Agent
*10.2 Form of Registration Rights Agreement dated as of February 4, 1998
between the Company and the Investors
*10.3 Certificate of Designation of Series C Convertible Participating
Preferred Stock
*10.4 Form of Securities Purchase Agreement dated as of February 4, 1998
between the Company and the Investors
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* Filed herewith
SIGNATURE PAGE
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 thereunto duly authorized.
PHARMOS CORPORATION
Date: February , 1998 /s/ Robert Cook
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Robert Cook
Chief Financial Officer