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 AND EXCHANGE ACT OF 1934
APRIL 28, 2000
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
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NEOTHERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-28782 93-0979187
(State or other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
157 TECHNOLOGY DRIVE
IRVINE, CALIFORNIA 92618
(Address of principal executive offices) (Zip Code)
(949) 788-6700
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
On April 28, 2000, NeoTherapeutics, Inc. (the "Company") entered into a
Securities Purchase Agreement with a Canadian financial institution for the
issuance and sale of common stock and warrants for aggregate consideration of
$7,000,000 (the "Agreement"). Pursuant to the Agreement, the Company issued and
sold to the investors a total of 500,000 shares of the Company's common stock at
a purchase price of $14.00 per share (the "Purchase Price"), and issued
five-year warrants ("Warrants") to purchase a total of 125,000 shares of common
stock at an exercise price of $17.50 per share.
In connection with this financing, the Company paid a finder's fee to an
unrelated third party consisting of cash and warrants to purchase common stock
of the Company.
ITEM 7. EXHIBITS.
Exhibits
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4.1 Securities Purchase Agreement dated as of April 28, 2000, by
and between Registrant and Royal Canadian Growth Fund.
4.2 Registration Rights Agreement dated as of April 28, 2000, by
and among Registrant, Royal Canadian Growth Fund and Dlouhy
Investments Inc.
4.3 Warrant issued by Registrant to Royal Canadian Growth Fund,
dated as of May 1, 2000.
4.4 Warrant issued by Registrant to Dlouhy Investments Inc.,
dated as of May 1, 2000.
4.5 Letter Agreement dated as of May 1, 2000, by and between
Registrant and Royal Canadian Growth Fund.
99.1 Press Release dated May 2, 2000.
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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.
NEOTHERAPEUTICS, INC.
Date: May 24, 2000 By: /s/ Samuel Gulko
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Name: Samuel Gulko
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibits
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4.1 Securities Purchase Agreement dated as of April 28, 2000, by
and between Registrant and Royal Canadian Growth Fund.
4.2 Registration Rights Agreement dated as of April 28, 2000, by
and among Registrant, Royal Canadian Growth Fund and Dlouhy
Investments Inc.
4.3 Warrant issued by Registrant to Royal Canadian Growth Fund,
dated as of May 1, 2000.
4.4 Warrant issued by Registrant to Dlouhy Investments Inc.,
dated as of May 1, 2000.
4.5 Letter Agreement dated as of May 1, 2000, by and between
Registrant and Royal Canadian Growth Fund.
99.1 Press Release dated May 2, 2000.