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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
March 9, 2001
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
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(State or other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
157 TECHNOLOGY DRIVE
IRVINE, CALIFORNIA 92618
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(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)
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ITEM 5. OTHER EVENTS
On March 9, 2001, NeoTherapeutics, Inc. ("NeoTherapeutics") issued 1,250,000
shares of common stock and a warrant to purchase up to 125,000 shares of common
stock at an exercise price of $5.00 per share to IAT ReInsurance Syndicate Ltd.
for aggregate consideration of $5,000,000. The shares and warrant were issued
pursuant to an effective Registration Statement on Form S-3. The purchase price
per share was based on 107% of the average of the closing prices of our common
stock for the thirty trading days preceding March 8, 2001, as reported by
Bloomberg L.P. The warrant is exercisable at any time until March 8, 2006, and
contains customary anti-dilution provisions in the event of a stock split, stock
dividend, merger, recapitalization or distribution of assets. The foregoing
description is qualified in its entirety by reference to the Securities Purchase
Agreement, dated as of March 8, 2001, by and between the Registrant and IAT
ReInsurance Syndicate Ltd., and the warrant issued by Registrant to IAT
ReInsurance Syndicate Ltd. dated as of March 8, 2001, copies of which are
attached hereto as Exhibits 10.1 and 10.2, respectively.
ITEM 7. EXHIBITS
Exhibits:
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10.1 Securities Purchase Agreement dated as of March 8, 2001, by and
between Registrant and IAT ReInsurance Syndicate Ltd.
10.2 Warrant issued by Registrant to IAT ReInsurance Syndicate Ltd.
dated as of March 8, 2001.
99.1 Press Release dated March 13, 2001.
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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 13, 2001 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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10.1 Securities Purchase Agreement dated as of March 8, 2001, by and
between Registrant and IAT ReInsurance Syndicate Ltd.
10.2 Warrant issued by Registrant to IAT ReInsurance Syndicate Ltd.
dated as of March 8, 2001.
99.1 Press Release dated March 13, 2001.