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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
February 25, 2000
Date of Report (Date of earliest event reported)
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 92618
IRVINE, CALIFORNIA (Zip Code)
(Address of principal executive
offices)
(949) 788-6700
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On February 25, 2000, NeoTherapeutics, Inc. (the "Company") entered into a
Securities Purchase Agreement with two institutional investors for the issuance
and sale of common stock and warrants for aggregate consideration of $8,000,000
(the "Agreement"). Pursuant to the Agreement, the Company issued and sold to the
investors a total of 520,324 shares of the Company's common stock at a purchase
price of $15.375 per share (the "Purchase Price"), and issued five-year warrants
("Warrants") to purchase a total of 104,000 shares of common stock at an
exercise price of $21.00 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 February 25, 2000, by and among
Registrant, Strong River Investments, Inc. and Montrose Investments Ltd.
4.2 Registration Rights Agreement dated as of February 25, 2000, by and among
Registrant, Strong River Investments, Inc. and Montrose Investments Ltd.
4.3 Warrant issued by Registrant to Montrose Investments Ltd., dated as of
February 25, 2000.
4.4 Warrant issued by Registrant to Strong River Investments, Inc., dated as of
February 25, 2000.
99.1 Press Release dated March 6, 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: March 31, 2000 By: /s/Samuel Gulko
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Name: Samuel Gulko
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibits Description
-------- -----------
4.1 Securities Purchase Agreement dated as of February 25, 2000, by and among
Registrant, Strong River Investments, Inc. and Montrose Investments Ltd.
4.2 Registration Rights Agreement dated as of February 25, 2000, by and among
Registrant, Strong River Investments, Inc. and Montrose Investments Ltd.
4.3 Warrant issued by Registrant to Montrose Investments Ltd., dated as of
February 25, 2000.
4.4 Warrant issued by Registrant to Strong River Investments, Inc., dated as of
February 25, 2000.
99.1 Press Release dated March 6, 2000.