-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WZtSqEZY+psTGrmoLscW81QE3j9ieT0u9puSC0T7lj3zHUYB6LH99PDKqGS5B9IJ ySNFHgu/GgHlA0nuIBotOg== /in/edgar/work/0000927016-00-003724/0000927016-00-003724.txt : 20001107 0000927016-00-003724.hdr.sgml : 20001107 ACCESSION NUMBER: 0000927016-00-003724 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001106 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CURAGEN CORP CENTRAL INDEX KEY: 0001030653 STANDARD INDUSTRIAL CLASSIFICATION: [8731 ] IRS NUMBER: 061331400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23223 FILM NUMBER: 753576 BUSINESS ADDRESS: STREET 1: 555 LONG WHARF DRIVE STREET 2: 11TH FL CITY: NEW HAVEN STATE: CT ZIP: 06511 BUSINESS PHONE: 2034013330 8-K 1 0001.txt FORM 8K 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): November 6, 2000 CuraGen Corporation (Exact name of registrant as specified in its charter) Delaware 0-23223 06-1331400 - ------------------ --------------------- --------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 555 Long Wharf Drive, 11TH FLOOR New Haven, Connecticut 06511 -------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (203) 401-3330 -------------------------------------------------- 1 ITEM 5. OTHER EVENTS. On November 6, 2000, the Company issued a press release announcing that it is making a public offering of 4 million newly issued shares of its common stock, plus up to 600,000 additional shares to cover any over-allotments. All shares of the common stock are being offered by the Company. The shares of common stock are being offered through a prospectus supplement pursuant to the Company's effective shelf registration statement in an offering jointly lead- managed by Morgan Stanley Dean Witter and Lehman Brothers, and co-managed by Dain Rauscher Wessels; Bear, Stearns & Co., Inc.; Prudential Vector Healthcare, a unit of Prudential Securities; and Thomas Weisel Partners LLC. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Exhibit 99.1 - Press Release 2 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. CURAGEN CORPORATION (Registrant) Date: November 6, 2000 By: /s/ David Wurzer ----------------- Executive Vice President and Chief Financial Officer 3 EXHIBIT INDEX ------------- Exhibit Sequential Number Description Page Number - ------- ----------- ----------- 99.1 The Registrant's Press Release 5 dated November 6, 2000. 4 EX-99.1 2 0002.txt PRESS RELEASE DATED NOVEMBER 6, 2000 Exhibit 99.1 Press Release of the Registrant Contact: - --------- Mark R. Vincent - --------------- Director, Corporate Communications & Investor Relations mvincent@curagen.com CuraGen Corporation 1-888-GENOMICS www.curagen.com - --------------- FOR IMMEDIATE RELEASE - --------------------- CuraGen Corporation Offering 4 Million Shares of Its Common Stock New Haven, CT -- November 6, 2000 -- CuraGen Corporation (Nasdaq: CRGN), an integrated genomics based drug discovery and development company, announced today that it is making a public offering of 4 million newly issued shares of its common stock, plus up to 600,000 additional shares to cover any over- allotments. All shares of the common stock are being offered by the Company. The shares of common stock are being offered through a prospectus supplement pursuant to the Company's effective shelf registration statement in an offering jointly lead-managed by Morgan Stanley Dean Witter and Lehman Brothers, and co- managed by Dain Rauscher Wessels; Bear, Stearns & Co. Inc.; Prudential Vector Healthcare, a unit of Prudential Securities; and Thomas Weisel Partners LLC. A copy of the prospectus related to the offering can be obtained from Morgan Stanley Dean Witter at 1585 Broadway, New York, NY 10036, (212) 761-4000. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. A shelf registration statement relating to the shares that the Company intends to sell has previously been filed with, and declared effective by, the Securities and Exchange Commission. Any offer, if at all, will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. CuraGen Corporation is advancing the discovery and development of pharmaceutical and life science products through the systematic application of genomics. CuraGen's fully integrated, Internet-based functional genomic technologies, services, and information systems are designed to rapidly generate comprehensive information about genes, human genetic variations, gene expression, protein expression, protein pathways, and potential drugs that affect these pathways. The Company is applying this comprehensive functional genomics platform to develop protein and antibody drugs, and to identify small molecule drug targets. CuraGen has conducted research for collaborators including Abgenix, Biogen, COR Therapeutics, Dupont/Pioneer Hi-Bred International, Gemini Genomics, Genentech, Glaxo Wellcome, Hoffmann-La Roche, Ono Pharmaceuticals, and Roche Vitamins. CuraGen employs over 300 people and is headquartered in New Haven, CT. 1 -----END PRIVACY-ENHANCED MESSAGE-----