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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT FILED PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 8, 2000
ENCHIRA BIOTECHNOLOGY CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 0-21130 04-3078857
(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
4200 RESEARCH FOREST DRIVE
THE WOODLANDS, TEXAS 77381
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES
AND ZIP CODE)
(281) 364-6100
(REGISTRANT'S TELEPHONE NUMBER,
INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS
On September 8, 2000, Enchira Biotechnology Corporation (the "Company")
completed the private placement of units consisting of the Company's Common
Stock and warrants to purchase shares of the Company's Common Stock. In the
private placement, the Company sold an aggregate of 128.65 units which consisted
of an aggregate of 2,000,000 shares of the Company's Common Stock and two year
warrants (the "Warrants") to purchase 600,000 shares of the Company's Common
Stock at an exercise price of $7.44 per share.
The Company raised approximately $12.8 million ($12.5 million net of
placement fees and expenses). The Company intends to use the net proceeds of
the private placement for general corporate purposes.
The Trout Group, LLC ("Trout Group") and Ten Peaks Capital Corp. ("Ten
Peaks") served as placement agents for the private placement. In consideration
for such services, the Company paid Ten Peaks placement fees of approximately
$159,000, paid Trout Group placement fees of approximately $201,000 and issued a
two year warrant to Trout Group to purchase 31,375 shares of the Company's
Common Stock at an exercise price of $7.44 per share.
The private placement was not registered under the Securities Act of
1933, as amended (the "Securities Act"), and was made in reliance on Section
4(2) of the Securities Act and Rule 506 of Regulation D. The purchasers in the
private placement consisted only of accredited investors.
The Company has agreed to file a registration statement registering the
shares sold in the offering and the shares issuable upon exercise of the
Warrants sold in the offering within 60 days of the closing.
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EXHIBIT NO. DESCRIPTION
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<S> <C>
4.1 -- Form of Subscription Agreement
4.2 -- Form of Warrant and Placement Agent Warrant
99.1 -- Press Release
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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.
ENCHIRA BIOTECHNOLOGY CORPORATION
Date: September 20, 2000
By: /s/ Paul G. Brown, III
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Paul G. Brown, III
Vice President, Finance and
Administration and Chief
Financial Officer
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