<PAGE> 1
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): JUNE 20, 2000
CONNETICS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
--------------------------------------------------------------------------------
(State or other jurisdiction of incorporation)
0-27406 94-3173928
(Commission File Number) (IRS Employer Identification No.)
3400 WEST BAYSHORE ROAD, PALO ALTO, CA 94303
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650) 843-2800
--------------
<PAGE> 2
ITEM 5. OTHER EVENTS
On June 20, 2000, Connetics Corporation (the "Company") raised $20.1
million through a private placement of 2,010,000 shares of the Company's common
stock, par value $.001 per share (the "Offering"), pursuant to a Common Stock
Purchase Agreement dated June 20, 2000 (the "Stock Purchase Agreement"), by and
among the Company and the investors named therein (the "Investors"). The shares
of common stock sold in the Offering were sold to existing and new investors.
The shares have not been registered under the Securities Act of 1933 (the
"Act"). In connection with the Offering and pursuant to a Registration Rights
Agreement dated June 20, 2000 (the "Registration Rights Agreement"), by and
among the Company and the Investors, the Company has agreed to file a
registration statement on Form S-3 under the Act to register the resale of the
shares purchased by the Investors.
The Stock Purchase Agreement is attached to this Current Report on Form
8-K and referenced as Exhibit 10.1. The Registration Rights Agreement is
attached hereto and referenced as Exhibit 10.2.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
<TABLE>
<CAPTION>
Exhibit No. Description
----------- -----------
<S> <C>
Exhibit 10.1 Common Stock Purchase Agreement, dated June 20, 2000, by and among
the Company and certain investors named therein.
Exhibit 10.2 Registration Rights Agreement, dated June 20, 2000 by and among
the Company and certain investors named therein.
Exhibit 99.1 Press Release dated June 21, 2000.
</TABLE>
<PAGE> 3
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 thereunto duly authorized.
CONNETICS CORPORATION
(Registrant)
By: /s/ John L. Higgins
---------------------------------
John L. Higgins
Exec. Vice President, Finance
and Administration and Chief
Financial Officer
Dated: July 18, 2000
<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description
----------- -----------
<S> <C>
Exhibit 10.1 Common Stock Purchase Agreement, dated June 20, 2000, by and among
the Company and certain investors named therein.
Exhibit 10.2 Registration Rights Agreement, dated June 20, 2000 by and among
the Company and certain investors named therein.
Exhibit 99.1 Press Release dated June 21, 2000.
</TABLE>
