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: May 3, 2000
WASATCH PHARMACEUTICAL, INC.
(Exact name of registrant as specified in its charter)
UTAH 0-22899 84-0854009
(State or other jurisdiction (Commission File Number) (IRS Employer ID No.)
of incorporation)
714 East 7200 South, Midvale, Utah 84047
Address of principal executive office)
Registrant's telephone number, including area code: (801) 566-9688
N/A
Former name or former address, if changed since last report)
<PAGE>
ITEM 5. Other Events
Summary
On April 19, 2000 Wasatch signed a Securities Purchase Agreement with
Aspen Capital Resources, L.L.C. in connection with a $10,000,000 program to fund
the growth and development of the Company. Under the program, the Company will
issue 8% Convertible Debentures over a three year period. The initial issue was
for $200,000 with a subsequent issue of $800,000 within ninety days and $500,000
bi-monthly until the entire program is funded. The entire issue is due April 19,
2003.
The debentures are convertible 90 days after the initial issue, except
that no more than 33% of the issue can be redeemed in the first 90 days of the
conversion period, 67% in the 150 days of the conversion period and all the
Debentures there after. The issue is convertible at 80% of market value on the
date of conversion. In addition, the Company issued detached warrants that
allows Aspen to purchase a common share for each common share it receives from
the conversion of the 8% Debentures. The purchase price is equal to 105% of the
average of the three lowest closing bid price for the preceeding fifteen days
prior to the date of the agreement.
The Company plans to use the funds to initiate its Internet e commerce
development, to commence the commercial development of its Midvale and Provo
prototype clinics, to bring to a conclusion the FDA product application and
introduce the associated products in the marketplace, to develop relationships
with major HMO's, PPO groups and insurance companies and to meet other working
needs.
SIGNATURES
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 hereunder duly authorized.
WASATCH PHARMACEUTICAL, INC.
Date: May 3, 2000 /s/ David K. Giles
---------------------------------
David K. Giles, Secretary
Robert Weiss, Investor Relations Gary V. Heesch, CEO
National Financial Network Wasatch Pharmaceutical, Inc.
(781) 444-6100 ext. 11 (801) 566-9688
FOR IMMEDIATE RELEASE:
WASATCH PHARMACEUTICAL SIGNS MULTIMILLION DOLLAR FINANCING AGREEMENT
-- Company to Receive in Excess of $10 Million Over Next 36 Months --
Midvale, Utah - April 28, 2000: Wasatch Pharmaceutical, Inc. (OTC BB: WASP), a
leader in the research, development and distribution of dermatological
treatments for skin disorders including acne and psoriasis, today announced that
it has signed a financing agreement with Aspen Financial Resources that will
bring the Company more than $10 million over the next 36 months.
Under the terms of the agreement, Wasatch received an initial $1 million.
Additional traunches of $500,000 will be distributed to the Company every 60
days for the next 36 months.
Wasastch chief executive officer, Gary V. Heesch, stated, "After a decade and a
half of research and development of a cure for acne and other serious skin
disorders, we are finally ready to begin to commercialize our product and
treatment therapies. This financing will enable us to move forward with that
process, as well as with the expansion of our chain of American Institute of
Skin Care Clinics, and the introduction of our Internet Marketing Program."
Heesch continued, "Our funding agreement with Aspen Financial Resources will
also enable us continue to add talented individuals to what we believe is one of
the most focused groups in the field of dermatology."
Wasatch expects to issue additional information early next week.
Wasatch Pharmaceutical, Inc. is a leading research and development entity in the
field of dermatology. The Company plans to establish a chain of 350 treatment
clinics nationwide over the next 60 months. The Company anticipates the
treatment clinics, coupled with an innovative Internet Marketing Plan, should
generate revenues of more than $525 million by fiscal year 2005, the target date
for completion of the centers.
Forward-looking statements in this release are made pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that such forward-looking statements involve risks and
uncertainties, including, without limitation, continued acceptance of the
Company's products, increased levels of competition, new products introduced by
competitors, changes in the rates of subscriber acquisition and retention, and
other risks detailed from time to time in the Company's periodic reports filed
with the Securities and Exchange Commission.
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