-----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, KfVbK50cRRrBSHcwdTEAGZqxUoE0iGYzpWdo93aRkQ3ujd6M+tuAzkT72jpT9Uft X6PJsBZNBhWNRUcsi6qKHA== /in/edgar/work/0000950005-00-001016/0000950005-00-001016.txt : 20001006 0000950005-00-001016.hdr.sgml : 20001006 ACCESSION NUMBER: 0000950005-00-001016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001002 ITEM INFORMATION: FILED AS OF DATE: 20001005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CELLEGY PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000887247 STANDARD INDUSTRIAL CLASSIFICATION: [2834 ] IRS NUMBER: 820429727 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-26372 FILM NUMBER: 735594 BUSINESS ADDRESS: STREET 1: 349 OYSTER POINT BLVD STREET 2: SUITE 200 CITY: S SAN FRANCISCO STATE: CA ZIP: 94404 BUSINESS PHONE: 6506262200 MAIL ADDRESS: STREET 1: 10650E HILLSDALE BLVD STREET 2: SUITE 418 CITY: FORSTER CITY STATE: CA ZIP: 94404 8-K 1 0001.txt FORM 8-K 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): October 3, 2000 CELLEGY PHARMACEUTICALS, INC. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) California ------------------------------------------------------ (State or other jurisdiction of incorporation) 0-26372 82-0429727 - ---------------------------- -------------------------- (Commission (IRS Employer File Number) Identification No.) 349 Oyster Point Boulevard, Suite 200 South San Francisco, CA 94080 - ----------------------------------------------------- -------------------------- (Address of principal executive offices) (Zip Code) (650) 616-2200 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5: OTHER EVENTS. Filed with this report as Exhibit 99.01 is a press release issued by the Registrant on October 3, 2000, announcing: o On October 3, 2000, Cellegy Pharmaceuticals, Inc. (the "Company") announced the issuance of 1,500,000 shares of the Company's Common Stock in a private placement transaction. Cellegy has agreed to file a registration statement covering the resale of the shares issued in the transaction. ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.01 Press Release issued by the Registrant on October 3, 2000. 2 SIGNATURE 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: October 5, 2000 CELLEGY PHARMACEUTICALS, INC. By: /s/ K. MICHAEL FORREST ------------------------------------------ K. Michael Forrest President and Chief Executive Officer 3 EX-99.01 2 0002.txt PRESS RELEASE EXHIBIT 99.01 Cellegy Pharmaceuticals Completes $11.6 Million Financing South San Francisco, California, October 3, 2000 - Cellegy Pharmaceuticals, Inc. (Nasdaq: CLGY) announced today the completion of a private placement of 1.5 million shares of its common stock, resulting in $11.6 million of gross proceeds to the Company. Participants in the financing, which was self-managed by Cellegy, included funds managed by Baker/Tisch Investments in New York, Capital Research & Management in San Francisco, and Framlington in the United Kingdom. Capital Research and Framlington are new investors in the Company. Cellegy has agreed to file a registration statement covering shares issued in this transaction. "We welcome our new investors and thank the Baker/Tisch group for their continued strong support," commented K. Michael Forrest, Cellegy's Chairman and CEO. "This financing will permit us to continue rapid development of our two Phase III products, Anogesic(R) and TostrexTM, and accelerate clinical activities of TostrelleTM for the treatment of female sexual dysfunction. Tostrelle will enter into an expanded Phase I/II study shortly, and is expected to enter into Phase II/III clinical trials next year." Cellegy Pharmaceuticals is a specialty biopharmaceutical company engaged in the development of prescription drugs and high performance skin care products. The Company currently has two prescription drugs, Anogesic(R) (nitroglycerin ointment) and TostrexTM (testosterone gel) undergoing Phase III clinical trials. Assuming successful completion of these trials, Cellegy plans to file NDA's on both drugs in 2001. Cellegy is also conducting two Phase II clinical trials using Anogesic to treat hemorrhoids, a condition which afflicts over nine million people in the U.S. alone. Tostrex is under development for the treatment of male hypogonadism, a condition that can result in decreased energy and libido in men. A third product, TostrelleTM (testosterone gel), has just completed a Phase I/II dose ranging study in the U.S. This press release contains certain forward-looking statements, including statements concerning product development, the results of clinical trials and future dates for regulatory submissions. Actual results may differ materially from those contained in these forward-looking statements. Final clinical results relating to Anogesic, Tostrex and Tostrelle are not yet available and may not satisfactorily demonstrate efficacy or safety. Even if the trial results are positive, successful product commercialization is not assured or may be subject to significant delays. For more information regarding these and other risk factors associated with the Company's business, refer to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000, and Annual Report on Form 10-K for the year ended December 31, 1999. Investors should not place undue reliance on these forward-looking statements, which only address events as of the date of this press release. Company Contacts: 650-616-2200 www.cellegy.com Richard Juelis K. Michael Forrest VP, Finance and CFO Chairman, President and CEO -----END PRIVACY-ENHANCED MESSAGE-----