PROSPECTUS SUPPLEMENT File No. 333-80813
Filed Pursuant to Rule 424(b)(2)
Under the Securities Act of 1933
PHARMOS CORPORATION
1,000,000 Shares of Common Stock
This prospectus may be used only in connection with the sale of 1,000,000
shares of common stock, par value $.03 per share, of Pharmos Corporation, a
Nevada corporation, to The Southshore Capital Fund, Ltd., a Bahamian
corporation, at a price of $2.50 per share (an aggregate purchase price of
$2,500,000).
Pharmos's common stock is traded on the over-the-counter market and is
quoted on the Nasdaq SmallCap Market under the symbol "PARS." The closing price
of the common stock on January 31, 2000 was $2.9375.
USE OF PROCEEDS
Pharmos will pay a finder's fee in connection with this transaction in the
amount of 5% of the purchase price ($125,000), and therefore the proceeds to
Pharmos from the sale of shares covered by this prospectus supplement will be
$2,375,000. Pharmos will use these proceeds primarily for research and product
development activities, conducting preclinical studies and clinical trials, and
purchasing equipment.
PLAN OF DISTRIBUTION
The transaction covered by this prospectus supplement is the sale of
1,000,000 shares of Pharmos common stock to The Southshore Capital Fund, Ltd.,
based upon a Subscription Agreement dated February 4, 2000. The Southshore
Capital Fund, Ltd., has represented in the Subscription Agreement that it is
purchasing the Pharmos shares as principal for its own account and has no
present arrangements or obligations to sell any of the shares to any other
person. Pharmos has not engaged any underwriter in connection with this sale,
but has agreed to pay a finder's fee as desribed above.
The date of this prospectus supplement is February 7, 2000.