-----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, FzKKZwAA8N85PHPlPBVof5r44FHiPpk0O9gbXbzCNf/QON77aQ+3lozR6u7E/YnG OwZtKTAGJ5WQY0NwgOJWVw== 0001341004-07-000513.txt : 20070209 0001341004-07-000513.hdr.sgml : 20070209 20070208215641 ACCESSION NUMBER: 0001341004-07-000513 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070208 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070209 DATE AS OF CHANGE: 20070208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENELABS TECHNOLOGIES INC /CA CENTRAL INDEX KEY: 0000874443 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943010150 STATE OF INCORPORATION: CA FISCAL YEAR END: 0107 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19222 FILM NUMBER: 07595162 BUSINESS ADDRESS: STREET 1: 505 PENOBSCOT DR CITY: REDWOOD CITY STATE: CA ZIP: 94063 BUSINESS PHONE: 6503969500 MAIL ADDRESS: STREET 1: 505 PENOBSCOT DR CITY: REDWOOD CITY STATE: CA ZIP: 94063 8-K 1 pal229671.htm FORM 8-K

UNITED STATES

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): February 8, 2007

 

Genelabs Technologies, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

California

 

0-19222

 

94-3010150

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

505 Penobscot Drive, Redwood City, California

 

94063

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (650) 369-9500

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 8.01. Other Events.

 

On February 8, 2007, Genelabs issued a press release announcing an agreement to raise $10.0 million in private placement financing. It will sell approximately 5.8 million shares of its common stock and warrants to purchase approximately 1.7 million shares of its common stock to institutional investors and accredited investors for $1.72 per share (which includes the warrant purchase price of $0.125 per share underlying the warrants), with a warrant exercise price of $1.85 per share. The full text of the Genelabs press release is furnished as Exhibit 99.1 hereto to this Current Report on Form 8-K, and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits

 

(c) Exhibits

 

Exhibit Number

Description

 

99.1

 

Press Release of Registrant, dated February 8, 2007, entitled "Genelabs Technologies Announces Agreement to Raise $10 Million in Private Placement Financing"

 

 

 

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.

 

 

 

Genelabs Technologies, Inc.

Date: February 8, 2007

 

By:

/s/ James A.D. Smith

 

 

Name:

James A.D. Smith

 

 

Title:

President and Chief Executive Officer

 

 

 

EXHIBIT INDEX

 

Exhibit Number

Description

 

99.1

 

Press Release of Registrant, dated Februrary 8, 2007, "Genelabs Technologies Announces Agreement to Raise $10 Million in Private Placement Financing"

 

 

 

 EX-99 2 pal229665.htm PRESS RELEASE

Exhibit 99.1

 

 

 

 

Contact:

James A. D. Smith

President and Chief Executive Officer

Phone: 650-562-1424

 

FOR IMMEDIATE RELEASE:

 

Genelabs Technologies Announces Agreement to Raise

$10 Million in Private Placement Financing

 

REDWOOD CITY, Calif., February 8, 2007 - Genelabs Technologies, Inc. (Nasdaq: GNLB) entered into an agreement for the sale of approximately 5.8 million shares of its common stock and warrants to purchase approximately 1.7 million shares of its common stock to institutional and accredited investors for gross proceeds of $10.0 million. The agreement provides for Genelabs to sell the shares and warrants for $1.72 per share (which includes the warrant purchase price of $0.125 per share underlying the warrants), with a warrant exercise price of $1.85 per share. The offering was priced prior to the close of market today. Genelabs expects to close the private placement financing on or about February 13, 2007.

 

The common stock and warrants to purchase common stock have not been registered under the Securities Act of 1933, as amended, or under any state securities law, and may not be offered or sold in the United States (or to a U.S. person) absent a registration statement or exemption from the registration requirements of the Securities Act of 1933, as amended, and applicable state laws. This announcement does not constitute an offer to sell, nor is it a solicitation of an offer to buy, these securities.

 

Forward-Looking Statements

 

This press release contains forward-looking statements including statements regarding the expectation of the closing of the private placement financing. These forward-looking statements are based on Genelabs’ current expectations and are subject to the risk that the closing conditions to the financing are not met which, if this occurs, may cause the closing not to occur.

 

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