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)
SEPTEMBER 8, 2004 (SEPTEMBER 8, 2004)
ENCYSIVE PHARMACEUTICALS INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-20117 13-3532643
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6700 WEST LOOP, 4TH FLOOR, BELLAIRE, TEXAS 77401
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 796-8822
NOT APPLICABLE
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications 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 September 8, 2004, Wachovia Capital Markets, LLC exercised the
over-allotment option granted to it by Encysive Pharmaceuticals Inc. (the
"Company") to purchase an additional 600,000 shares of the Company's common
stock in connection with its offering of 4 million shares of common stock. With
the exercise of the option, the total net proceeds from the offering expected to
be realized by the Company, after deducting underwriting discounts and
commissions and estimated offering expenses, are approximately $35.4 million.
The closing of the offering, including the over-allotment option, is expected to
occur on September 13, 2004.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of businesses acquired.
None
(b) Pro forma financial information.
None
(c) Exhibits.
None
[SIGNATURE PAGE FOLLOWS]
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.
ENCYSIVE PHARMACEUTICALS INC.
Date September 8, 2004
/s/ Stephen L. Mueller
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Stephen L. Mueller
Vice President, Finance and
Administration Secretary and Treasurer