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 1934
Date of Report: November 19, 1999
Titan Pharmaceuticals, Inc.
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(Exact name of registrant as specified in charter)
Delaware
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(State or other jurisdiction of incorporation)
0-27436 94-3171940
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(Commission File Number) (IRS Employer Identification No.)
400 Oyster Point Blvd., Suite 505, South San Francisco, California 94080
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650) 244-4990
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Item 5. Other Events
On October 19, 1999, the Company called for redemption on November 19,
1999 of all of its outstanding class A warrants for cash at the redemption price
of $.05 per warrant.
In excess of 99% of the approximately 7.1 million outstanding class A
warrants were exercised at the price of $6.02 per warrant, providing gross
proceeds of approximately $42.6 million to the Company and resulting in an
increase in the number of shares of common stock outstanding to approximately
22.8 million shares. In connection with the redemption, the Company entered into
an advisory agreement with Deutsche Bank Securities Inc. pursuant to which the
Company is paying an advisory fee of $2 million.
The Company also entered into a termination of rights agreement with D. H.
Blair Investment Banking Corp. pursuant to which the Company is paying a
termination fee of approximately $1.1 million.
Reference is made to the related press release filed as Exhibit 99.1
hereto, which is incorporated by reference herein.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release dated November 29, 1999
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.
TITAN PHARMACEUTICALS, INC.
By: /s/ Louis R. Bucalo
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Louis R. Bucalo, M.D.
President and Chief Executive Officer
Dated: December 3, 1999
[LOGO] Titan Pharmaceuticals Inc.
Company: Investors: Media:
Louis R. Bucalo, M.D. Wendi B. Green Ken Garcia
President & CEO Account Executive Account Executive
Titan Pharmaceuticals, Inc. Ruder Finn, Inc. Ruder Finn, Inc.
Tel: 650-244-4990 Tel: 212-593-6374 Tel: 212-583-2722
FOR IMMEDIATE RELEASE
TITAN PHARMACEUTICALS ANNOUNCES SUCCESSFUL COMPLETION
OF WARRANT PERIOD
S. SAN FRANCISCO, CA- Noember 29, 1999 - Titan Pharmaceuticals, Inc. (AMEX: TTP)
today announced that the Company has successfully completed the call for
exercise of the Company's outstanding publicly traded warrants. Approximately
99.4% of the Company's 7.1 million outstanding warrants were exercised by
warrant holders, providing gross proceeds of approximately $42 million to the
Company. The Company has approximately 22.5 million shares outstanding after the
warrant exercise.
"We are pleased and encouraged by the highly successful results of the warrant
exercise period," stated Dr. Louis R. Bucalo, President and CEO of Titan. "This
important step significantly strengthens our balance sheet and enhances our core
product development programs. We would like to thank our shareholders for their
support, and look forward to further progress in these development programs in
the near future."
Titan Pharmaceuticals, Inc. is a biopharmaceutical company developing
proprietary therapeutics for the treatment of central nervous system disorders,
cancer, and other serious and life threatening diseases.
The press release may contain "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Such statements include, but are not limited to, any
statements relating to the Company's development program and any other
statements that are not historical facts. Such statements involve risks and
uncertainties, including, but not limited to, those risks and uncertainties
relating to difficulties or delays in development, testing, regulatory approval,
production and marketing of the Company's drug candidates, unexpected adverse
side effects or inadequate therapeutic efficacy of the Company's drug candidates
that could slow or prevent product markets, the uncertainty of patent protection
for the Company's intellectual property or trade secrets and the Company's
ability to obtain additional financing if necessary. Such statements are based
on management's current expectations, but actual results may differ materially
due to various factors, including those risks and uncertainties mentioned or
referred to in this press release.
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