================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported): AUGUST 12, 2002
PEREGRINE PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-17085 95-3698422
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
14272 FRANKLIN AVENUE, SUITE 100
TUSTIN, CALIFORNIA 92780-7017
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 508-6000
================================================================================
ITEM 5. OTHER EVENTS.
On August 12, 2002, the Registrant issued a press release announcing
that it had entered into two private financing arrangements with seven
institutional investors for aggregate gross proceeds of $7.1 million. Of the two
financing arrangements, the Registrant will receive gross proceeds of $3,750,000
in exchange for 6% convertible debentures issued to four investors. Under the
same arrangement, the Registrant will receive an additional $1,250,000 from two
separate investors in exchange for approximately 1.9 million shares of the
Registrant's common stock issued at a negotiated price of $0.65 per share. The
debentures are convertible at any time by the holders thereof at the initial
rate of $0.85 per share. In addition, the four investors of debentures will
receive warrants to purchase an aggregate of approximately 3.3 million shares of
common stock at an exercise price of $0.75 per share. The two investors of the
common stock will receive warrants to purchase an aggregate of approximately 1.4
million shares of common stock at an exercise price of $0.71 per share.
The second financing arrangement calls for the issuance of common stock
at a negotiated price of $0.65 per share in exchange for gross proceeds of
$2,144,000 with a single investor. The company has agreed to issue the investor
a warrant to purchase approximately 4.6 million shares of common stock at an
exercise price of $0.71 per share.
The company has also agreed to register all shares of common stock
issued or which may be issued upon conversion of the debentures and exercise of
the warrants, to the investors under both financing arrangements.
In addition, the company will pay placement agent fees in cash for an
aggregate amount of $707,000. The funding under the two private placements will
occur on or after August 14, 2002. A copy of the press release is attached
hereto as Exhibit 99.1
2
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit Name of Exhibit
------- ---------------
99.1 Press release of Registrant dated August 12, 2002.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
PEREGRINE PHARMACEUTICALS, INC.
Date: August 12, 2002 By: /s/ Edward J. Legere
-------------------------------------
Edward J. Legere,
President and Chief Executive Officer
3