RIBOZYME PHARMACEUTICALS INC
8-K, 2000-04-14
PHARMACEUTICAL PREPARATIONS
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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) April 11, 2000
                                                 -------------------------------



                        RIBOZYME PHARMACEUTICALS, INC.
- --------------------------------------------------------------------------------
              (Exact name of registrant as specified in charter)


      Colorado                      0-27914                      34-1697351
- --------------------------------------------------------------------------------
     (State or other              (Commission                  (IRS employer
     jurisdiction of              file number)               identification no.)
     incorporation
     or organization)


                2950 Wilderness Place, Boulder, Colorado            80301
- --------------------------------------------------------------------------------
                (Address of principal executive offices)          (Zip Code)



Registrant's telephone number, including area code (303) 449-6500
                                                   --------------

                                      N/A
- --------------------------------------------------------------------------------
        (Former name or former address, if changed since last report.)



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     5. Other Events

     On April 11, 2000, Ribozyme Pharmaceuticals, Inc. (the "Company"), closed
its secondary offering of 3,150,000 shares of common stock at $18.00 per share,
for gross proceeds of $56,700,000.  The offering was underwritten by ING Barings
LLC and Chase Securities, Inc. (the "Underwriters").

     Also on April 11, 2000, the Underwriters gave notice to exercise their
over-allotment option to purchase 472,500 shares of common stock at $18.00 per
share. The over-allotment sale consists entirely of shares offered by selling
shareholders. The Company will not receive any of the proceeds from the sale of
these shares.



                                   EXHIBITS

     1. Press release dated April 14, 2000.



                                  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.

                                  RIBOZYME PHARMACEUTICALS, INC.


DATE: April  14, 2000             By: \s\ Lawrence E. Bullock
                                     -------------------------------------------
                                     Lawrence E. Bullock, Vice President of
                                     Administration and Finance, Chief Financial
                                      Officer and Secretary

                                      -2-

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EXHIBIT 1



FOR IMMEDIATE RELEASE

Contacts:

Ribozyme Pharmaceuticals, Inc.
Ralph E. Christoffersen, Ph.D.
CEO and President
(303) 449-6500

                      RIBOZYME PHARMACEUTICALS ANNOUNCES
                         SALE OF OVER-ALLOTMENT SHARES

     BOULDER, Colorado, April 12, 2000 -- Ribozyme Pharmaceuticals, Inc. (RPI)
(NASDAQ: RZYM) announced today that on April 11, 2000 the underwriters of
Ribozyme's recently completed 3,150,000 share secondary offering of common stock
have exercised their over-allotment option to purchase 472,500 shares of common
stock at $18.00 per share.  The over-allotment sale consists entirely of shares
offered by selling shareholders.  The Company will not receive any of the
proceeds from the sale of these shares.

     The Company is developing a new class of drugs based on "ribozymes."
Ribozymes are engineered molecules that have the ability to cleave RNA,
including mRNA, and thereby selectively inhibit protein production.  The Company
currently has three product candidates in pre-clinical testing and clinical
trials and expects to initiate development on a fourth product candidate by the
end of 2000.

     This announcement does not constitute an offer to sell or the solicitation
of an offer to buy the shares, which may only be made by a prospectus, which may
be obtained from the Underwriters.

     RPI (www.rpi.com) is located in Boulder, Colorado.

This press release contains forward-looking statements that involve risks and
uncertainties, and actual events or results may differ materially. These risk
factors include actions by the U.S. Food and Drug Administration, technological
advances, ability to obtain rights to technology, ability to obtain and enforce
patents, ability to commercialize and manufacture products and general economic
conditions. These and additional risk factors are identified in RPI Securities
and Exchange Commission filings, including the Forms 10-K and 10-Q and in other
SEC filings.




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