SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
MAY 11, 1998
CYTRX CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 000-15327 58-1642740
(State or Other (Commission File Number) (I.R.S. Employer
Jurisdiction of Identification No.)
Incorporation)
154 TECHNOLOGY PARKWAY
NORCROSS, GEORGIA 30092
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (770) 368-9500
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 11, 1998, CytRx Corporation (the "Company") and Proceutics, Inc.
("Proceutics"), a subsidiary of the Company, consummated the sale of two
buildings owned by them at 150 and 154 Technology Parkway, Norcross, Georgia to
ARE - 150/154 Technology Parkway, LLC ("Alexandria"), an affiliate of Alexandria
Real Estate Equities, Inc. ("Assignor") for an aggregate of $4.5 million.
Proceutics assigned to Alexandria all of Proceutics' rights and obligations
under the lease with Oread, Inc. relating to the 150 Technology Parkway
building. In addition, the Company entered into a ten year lease with
Alexandria for administrative office space at the 154 Technology Parkway
building.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(b) Pro Forma Financial Information
The Company has filed herewith as Exhibit 99.2, Pro Forma Condensed
Consolidated Financial Statements consisting of (i) a Pro Forma Consolidated
Balance Sheet as of March 31, 1998 giving effect to the divestiture of VetLife
and the sale of the two buildings and the leaseback by the Company of the
building at 154 Technology Parkway, (ii) a Pro Forma Condensed Consolidated
Statement of Operations for the year ended December 31, 1997 giving effect to
the merger of Zynaxis, Inc. with and into Vaxcel, Inc. and the sale of the two
buildings on Technology Parkway and, (iii) a Pro Forma Condensed Consolidated
Statement of Operations for the three months ended March 31, 1998 giving effect
to the sale of the two buildings and the leaseback by the Company of the
building at 154 Technology Parkway. Such Pro Forma Condensed Consolidated
Financial Statements are incorporated herein by reference.
(c) Exhibits
Number Exhibit
2.1* Purchase and Sale Agreement and Joint Escrow Instructions dated as of
February 23, 1998, between Proceutics and Assignor
2.2** Purchase and Sale Agreement and Joint Escrow Instructions dated as of
February 23, 1998 between the Company and Assignor
99.1*** Lease dated as of May 11, 1998 between the Company and Alexandria
99.2 Pro Forma Condensed Consolidated Financial Statements
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* Incorporated by reference to Exhibit 10.14 of the Registrant's Annual Report
on Form 10-K for the year ended December 31, 1997 filed on March 30, 1998.
** Incorporated by reference to Exhibit 10.13 of the Registrant's Annual Report
on Form 10-K for the year ended December 31, 1997 filed on March 30, 1998.
*** Previously filed
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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.
CYTRX CORPORATION
Date: July 24, 1998 By: /s/ Jack J. Luchese
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Jack J. Luchese
President and Chief Executive Officer
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