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United States
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 Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 28, 1997
SUNPHARM CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 0-27578 F593097048
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification No.)
4651 Salisbury Road, Suite 205, Jacksonville, Florida 32256
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (904) 296-3320
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<PAGE>
ITEM 5. OTHER ITEMS
Press Release. The information set forth in the press release of the
registrant dated April 3, 1997, filed as an exhibit hereto, is incorporated by
reference herein.
The press release contains forward-looking statements within the
meaning of and in reliance upon the "safe harbor" provisions of the Private
Securities Litigation Reform Act, as set forth in Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended, that involve risks and uncertainties, including unfavorable
laboratory or clinical development results, additional expenses resulting from
such results, new regulatory or other governmental requirements and the other
risks described in the registrant's publicly available SEC reports, which could
cause actual results to differ materially.
ITEM 7. FINANCIAL STATEMENT AND EXHIBITS
(c) The following documents are filed herewith as exhibits:
Exhibit
Number Description
99.1 Press release dated April 3, 1997
SIGNATURE
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.
SUNPHARM CORPORATION
/s/ Stefan Borg
Name: Stefan Borg
Title: President and Chief Executive Officer
Date: April 14, 1997
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EXHIBIT 99.1
[SUNPHARM LOGO]
4651 Salisbury Road, Suite 205
Jacksonville, Florida 32256
Phone (904) 296-3320 - Fax (904) 296-6202
FOR IMMEDIATE RELEASE
Contact:
Stefan Borg Noonan/Russo Communications, Inc.
President and Chief Executive Officer (212) 696-4455
SunPharm Corporation Jan Medina (investor) ext. 216
(904) 296-3320 Renee Solano (media) ext. 227
e-mail: [email protected]
SUNPHARM CORPORATION CLOSES $6.4 MILLION PRIVATE PLACEMENT
- Charles Dimmler III Named to Additional Seat on Board -
Jacksonville, Florida, April 3, 1997 - SunPharm Corporation (NASDAQ: SUNP)
announced today that it has closed on a private placement of 1.83 million units
with gross proceeds of approximately $6.4 million. The institutional investors
include: Hambro Health International, Inc., New York Life Insurance Company,
InterSouth Partners and two European pension funds. In addition, as a result of
the financing, the Company's Board of Directors has unanimously elected Charles
Dimmler III, of Hambro Health International, Inc., to a new seat on the Board.
"We are very pleased to gain such a distinguished group of institutional
investors to complement the SunPharm Pharmaceutical Advisory Group and
industry-experienced Board of Directors. The Company will apply this new capital
to accelerate our product and organizational development programs and our three
human clinical trial programs currently underway for the proprietary polyamine
analogue-based products which SunPharm intends to commercialize. The proceeds of
the private placement provide SunPharm with funding for two years of operations,
based on our current plans," said Stefan Borg, President and Chief Executive
Officer.
"This financing is a significant step forward for the Company. The participation
of this institutional investor group validated SunPharm's business model and
recognizes the potential commercial value of the Company's corporate alliances
and its polyamine drug candidates which now are advancing through human clinical
studies," Borg said.
Each of the units sold in the private placement consisted of one share of
SunPharm common stock and a warrant to purchase an additional share of common
stock.
SunPharm, based in Jacksonville, Florida, is engaged in the development of small
molecule pharmaceutical products derived from novel polyamine analogue platforms
invented by Professor Raymond Bergeron at the University of Florida, under
development exclusively by the Company for the treatment of seven chronic
diseases. The Company has a Phase II clinical study of DEHOP for AIDS-related
diarrhea underway, completed the Phase I clinical study requirements for DENSPM
in cancer, a Phase I clinical study for DEHOP in cancer underway and an IND has
been allowed for DEHOP in ulcerative colitis. The Company has strategic
commercial alliances with Warner-Lambert Company and Nippon Kayakii Company,
Ltd. for the commercial rights to DENSPM for cancer.
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Editor's Note: This release is available on the Internet at
http://www.noonanrusso.com
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