-----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, GFUjKnbpj4xJvMWSyxq9CYMW6u8eniZm+jfUxaB6EimsXgSPJ44bDiu1qbR0zbhn pi2YDT0sx02iAOx29H+Wqg== 0000950135-04-001893.txt : 20040416 0000950135-04-001893.hdr.sgml : 20040416 20040416142315 ACCESSION NUMBER: 0000950135-04-001893 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040416 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040416 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HYBRIDON INC CENTRAL INDEX KEY: 0000861838 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 043072298 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31918 FILM NUMBER: 04737982 BUSINESS ADDRESS: STREET 1: 345 VASSAR STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 6176795500 MAIL ADDRESS: STREET 1: 345 VASSAR STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 8-K 1 b50278hie8vk.txt HYBRIDON, INC. 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 16, 2004 HYBRIDON, INC. - -------------------------------------------------------------------------------- (Exact name of Registrant as Specified in its Charter) Delaware 001-31918 04-3072298 - ---------------------------- ------------------------ --------------------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer Identification No.) of Incorporation)
345 Vassar Street, Cambridge, Massachusetts 02139 - ------------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (617) 679-5500 Not Applicable - -------------------------------------------------------------------------------- (Former Name or Former Address if Changed Since Last Report) ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE On April 16, 2004, Hybridon, Inc. ("Hybridon") announced that it had entered into definitive agreements with institutional and other investors to sell approximately 16.9 million shares of common stock and warrants to purchase approximately 3.0 million shares of common stock for an aggregate purchase price of approximately $11.8 million. The warrants to purchase common stock have an exercise price of $1.14 per share and will be exercisable at any time on or after October 21, 2004, and on or prior to April 20, 2009. Hybridon expects that the net proceeds of the offering, excluding the proceeds, if any, from the exercise of the warrants issued in the offering, will be approximately $10.8 million after deducting the placement agency fees and all estimated offering expenses that are payable by Hybridon. A copy of the press release announcing the offering is attached to this Current Report on Form 8-K as Exhibit 99.1, and is incorporated herein by reference. This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities of Hybridon and these securities cannot be sold 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. ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS 99.1 Press Release, dated April 16, 2004. 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: April 16, 2004 HYBRIDON, INC. /s/ Robert G. Andersen -------------------------------- Robert G. Andersen Chief Financial Officer and Vice President of Operations EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release, dated April 16, 2004. EX-99.1 3 b50278hiexv99w1.txt PRESS RELEASE DATED APRIL 16, 2004 Exhibit 99.1 HYBRIDON TO SELL $11.8 MILLION OF REGISTERED COMMON STOCK AND WARRANTS CAMBRIDGE, MASS, April 16, 2004 -- Hybridon, Inc. (AMEX: HBY) today announced it has entered into definitive agreements with institutional and other investors to sell approximately 16.9 million shares of common stock and warrants to purchase approximately 3.0 million shares of common stock for an aggregate purchase price of approximately $11.8 million. The warrants to purchase common stock have an exercise price of $1.14 per share and will be exercisable at any time on or after October 21, 2004, and on or prior to April 20, 2009. Hybridon expects that the net proceeds of the offering, excluding the proceeds, if any, from the exercise of the warrants issued in the offering, will be approximately $10.8 million after deducting the placement agency fees and all estimated offering expenses that are payable by Hybridon. Hybridon currently intends to use these funds for research and product development activities, including costs associated with conducting clinical trials, preclinical studies and scientific research, and for working capital and other general corporate purposes. Thomas Weisel Partners LLC, Rodman & Renshaw and Merriman Curhan Ford & Co. are acting as placement agents in connection with the offering. Copies of the final prospectus may be obtained from Hybridon, Inc., 345 Vassar Street, Cambridge, Massachusetts 02139, Attn: Chief Financial Officer. Hybridon has filed a shelf registration statement relating to these securities, which the Securities and Exchange Commission has declared effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities of the company and these securities cannot be sold in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state. About Hybridon Hybridon, Inc. is a leader in the discovery and development of novel therapeutics based on synthetic DNA. The company is developing therapeutics independently and with partners based on two proprietary technology platforms: i) synthetic immunomodulatory oligonucleotide (IMO(TM)) compounds that act to modulate responses of the immune system, and ii) antisense technology that uses synthetic DNA to block the production of disease-causing proteins at the cellular level. Hybridon is conducting clinical trials of its two lead compounds, IMOxine(TM) (HYB2055), a 2nd generation IMO for the treatment of cancer, and GEM(R)231, a 2nd generation antisense compound designed to inhibit protein kinase A and treat cancer. -----END PRIVACY-ENHANCED MESSAGE-----