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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 Exchange Act of 1934
Date of Report (Date of earliest event reported): March 29, 1996
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CYTOGEN CORPORATION
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(Exact name of registrant as specified in its charter)
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Delaware 0-14879 22-2322400
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.
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600 College Road East, CN5308, Princeton, New Jersey 08540-5308
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (609) 987-8200
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This document consists of 4 pages.
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Item 5. Other Events.
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Cytogen Corporation issued the attached press release on March 29, 1996.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(a) Financial Statements -- Not applicable.
(b) Pro Forma Financial Statements -- Not applicable.
(c) Exhibits:
Exhibit No. Description
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99. Press release issued on March 29, 1996.
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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.
CYTOGEN CORPORATION
By: /s/ Thomas J. McKearn
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Thomas J. McKearn
President and
Chief Executive Officer
Date: March 29, 1996
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Exhibit 99
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Pamela M. Murphy
CYTOGEN Corporation
609-987-8221
CYTOGEN FILES SHELF REGISTRATION TO FUND POTENTIAL PRODUCT
AND TECHNOLOGY ACQUISITIONS AND PRODUCT COMMERCIALIZATION PLANS
PRINCETON, N.J., MARCH 29, 1996 -- CYTOGEN Corporation (NASDAQ:CYTO) announced
today that the Company has filed a shelf registration statement on Form S-3 to
register 5 million shares of common stock to fund potential product and
technology acquisitions and product commercialization plans. CYTOGEN has not
entered into any agreements relating to the sale or exchange of the shares, and
believes that its current cash position and sources of liquidity are currently
sufficient to meet anticipated cash requirements into 1997.
Under the shelf registration, CYTOGEN may sell or exchange shares on a
negotiated or competitive bid basis directly to other purchasers or through
underwriters, dealers or agents designated from time to time, as market
conditions permit. CYTOGEN plans to use these shares, as opportunities arise,
in a manner and amount designed to minimize the influence which the sale or
exchange of shares might have on market prices for CYTOGEN common stock.
Thomas J. McKearn, CYTOGEN's President and Chief Executive Officer, stated,
"CYTOGEN's strategic plan calls for the addition of late-stage products to build
our product portfolio, and the establishment of complementary strategic
alliances and acquisitions to advance and expand CYTOGEN's business. The shelf
registration is intended to provide CYTOGEN with the flexibility to pursue our
strategic plan and build sustainable value for our stockholders."
A registration statement relating to these securities has been filed with the
Securities and Exchange Commission, but has not yet become effective. These
securities may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. This press release shall not
constitute an offer to sell or the solicitation of any offer to buy nor shall
there be any sales of these securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state.
CYTOGEN is a biopharmaceutical company engaged in the development, manufacture
and commercialization of products for the targeted delivery of diagnostic and
therapeutic substances directly to disease sites. CYTOGEN has demonstrated its
ability to evolve novel technology from early discovery through clinical
development, regulatory approval and commercial-scale biologic manufacturing,
and is focused on leveraging these core capabilities to expand and build a
profitable business.
