SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 3, 2003
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CollaGenex Pharmaceuticals, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-28308 52-1758016
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction Identification No.)
of Incorporation)
41 University Drive, Newtown, Pennsylvania 18940
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(Address of Principal Executive Offices) (Zip Code)
(215) 579-7388
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(Registrant's telephone number,
including area code)
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
On February 6, 2003, CollaGenex Pharmaceuticals, Inc., a Delaware
corporation (the "Company") filed a registration statement (File No. 333-103008)
(the "Registration Statement") on Form S-3 with the Securities and Exchange
Commission (the "Commission") relating to the public offering, pursuant to Rule
415 under the Securities Act of 1933, as amended, of up to an aggregate of
2,000,000 shares of common stock, par value $0.01 per share (the "Common Stock")
of the Company. On August 12, 2003, the Company filed an Amendment No. 1 to the
Registration Statement. The Commission declared the Registration Statement
effective on August 25, 2003.
On October 3, 2003, the Company entered into agreements for the sale of
2,000,000 shares of Common Stock registered under the Registration Statement to
certain institutional investors, at a purchase price of $10.0 per share, for
aggregate gross proceeds of $20.0 million, which generated net proceeds to the
Company of approximately $18.8 million after the payment of placement agent fees
and related expenses.
The placement agents also assisted Marquette Venture Partners II, L.P. and
OCM Principal Opportunities Fund, L.P. in selling 341,302 shares and 320,000
shares of previously acquired Common Stock, respectively, on the same financial
terms as the sale of Common Stock by the Company. Each of these funds continues
to have a representative on the Company's Board of Directors.
A copy of the press releases relating to the issuance of Common Stock by
the Company and the sale of shares by the selling stockholders are filed
herewith as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated
herein by reference. The foregoing descriptions of the issuance of Common Stock
by the Company and the sale of shares by the selling stockholders are qualified
in their entirety by reference to such Exhibits.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
Exhibit No. Description
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99.1 Press Release dated October 3, 2003
99.2 Press Release dated October 7, 2003
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.
COLLAGENEX PHARMACEUTICALS, INC.
By: /s/ Nancy C. Broadbent
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Nancy C. Broadbent
Chief Financial Officer
(Principal Financial Officer)
Date: October 8, 2003