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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):
May 17, 1996
PROCEPT, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-14680 04-2893483
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
840 Memorial Drive, Cambridge, Massachusetts 02139
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code:
(617) 491-1100
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Item 5. Other Events.
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On May 17, 1996, pursuant to a Private Placement Memorandum and
Subscription Agreements between Procept, Inc. (the "Company") and individual
investors meeting certain qualifications, the Company offered and sold 5,321,396
Units, each Unit composed of one share of Common Stock, $0.01 par value and a
Warrant for one share of Common Stock, $0.01 par value. The Unit Price of
$2.44375 was based on the average closing price of the Company's Common Stock
over the ten trading days ending on May 15, 1996, as reported by the Nasdaq
National Market System.
Following are (i) a copy of the Company's press release relating to
the above transaction and (ii) a pro forma balance sheet at April 30, 1996,
adjusted to reflect the above transaction as if it had occurred as of such date.
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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.
Date: May 17, 1996 PROCEPT, INC.
By: /s/ Michael J. Higgins
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Michael J. Higgins
Vice President, Finance
and Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Sequential
No. Description Page No.
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99.1 Press release dated May 16, 1996. Filed herewith. 5
99.2 Pro Forma Balance Sheet. Filed herewith. 6
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Exhibit 99.1
Contact: Stanley C. Erck
President and Chief Executive Officer
Procept, Inc.
617) 491-1100
Reagan Codner (Investor Relations)
Karen Bergman (Media Relations)
Burns McClellan
(212) 505-1919
FOR IMMEDIATE RELEASE
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PROCEPT RAISES $11 MILLION IN PRIVATE FINANCING
Cambridge, MA, May 16, 1996 -- Procept, Inc. (Nasdaq: PRCT) today announced that
it raised approximately $11 million through a company managed private placement
of units, consisting of one share of Procept Common Stock and one callable
warrant. Assuming full exercise of the warrants, total proceeds could reach
approximately $27 million.
"Proceeds from this financing will provide us the opportunity to achieve
numerous important clinical, research and corporate partnering milestones during
the coming year," said Stanley C. Erck, President and Chief Executive Officer of
Procept.
Procept, Inc. is engaged in the research and development of small molecule
therapeutics for the prevention and treatment of chronic and life-threatening
immune system disorders. The Company's research is based upon its understanding
of critical cell receptors responsible for modulating immune responses, combined
with the drug discovery technologies of rational drug design and combinatorial
chemistry. Procept is developing therapeutics for the treatment of arthritis,
diabetes, organ transplant rejection and infectious diseases, including AIDS and
tuberculosis. Founded in 1985 and traded on the Nasdaq National Market System
under the symbol PRCT, Procept is located in Cambridge, Massachusetts.
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Exhibit 99.2
Procept, Inc.
Pro Forma Balance Sheet
As of April 30, 1996
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Assets
Current Assets:
Cash and Cash Equivalents $ 13,285,201
Accounts Receivable 2,944
Prepaid Expenses and Other Current Assets 188,335
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Total Current Assets 13,476,480
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Property and Equipment, Net 2,485,218
Restricted Investment 469,000
Other Assets 229,748
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Total Assets $ 16,660,446
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Liabilities and Stockholders' Equity
Current Liabilities:
Accounts Payable $ 663,901
Accrued Compensation 194,115
Accrued Contract Research Costs 459,991
Other Current Liabilities 301,993
Current Portion of Capital Lease Obligations 860,428
Deferred Revenue 708,333
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Total Current Liabilities 3,188,761
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Capital Lease Obligations, Less Current Portion 356,616
Other Non Current Liabilities 281,660
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Total Liabilities 3,827,037
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Stockholders' Equity:
Common Stock 141,861
Additional Paid in Capital 56,293,657
Receivable From Sale of Stock (2,037,933)
Accumulated Deficit (41,564,176)
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Total Stockholders' Equity 12,833,409
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Total Liabilities and Stockholder's Equity $ 16,660,446
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