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 Exchange Act of 1934
Date of report (Date of earliest event reported): September 29, 2000
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CYTOGEN CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-14879 222322400
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(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification No.)
600 College Road East, CN5308
Princeton, NJ 08540
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: (609) 750-8200
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ITEM 5. OTHER EVENTS.
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On March 28, 2000, Cytogen Corporation, a Delaware corporation (the
"Company") filed a registration statement (File No. 333-33436) (the
"Registration Statement") on Form S-3 with the Securities and Exchange
Commission (the "Commission") relating to the public offering, pursuant to Rule
415 under the Securities Act of 1933, as amended (the "Securities Act"), of up
to an aggregate of 6,000,000 shares of common stock of the Company. On June 9,
2000, the Company filed Amendment No. 1 to the Registration Statement on Form
S-3/A with the Commission. The Commission declared the Registration Statement
effective on June 14, 2000.
On September 29, 2000, the Company filed with the Commission a prospectus
as part of the Registration Statement and pursuant to Rule 424(b)(2) of the
Securities Act, relating to the issuance and sale of 902,601 shares of the
Company's Common Stock, to Acqua Wellington North American Equities Fund, Ltd.
("Acqua Wellington") for an aggregate purchase price of $6.0 million. Such sale
of Common Stock was made pursuant to the terms of a Common Stock Purchase
Agreement, dated September 29, 2000, by and between Cytogen Corporation and
Acqua Wellington, filed herewith as Exhibit 10.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(a) Exhibits.
Exhibit No. Description
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10.1 Common Stock Purchase Agreement
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this current report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
CYTOGEN CORPORATION
By: /s/ Catherine M. Verna
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Catherine M. Verna, Esq.
Vice President and General Counsel
Dated: October 4, 2000
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EXHIBIT INDEX
Exhibit No. Description
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10.1 Common Stock Purchase Agreement