-----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, Ao0cbVotElxFBV4EfbNSXbeTnzj3Culf7+o/1lMDYlrETn4Bf1R4yMrDNTGux/jU n4Dbkn6PVgRresj/FILO5A== 0000946644-04-000017.txt : 20040811 0000946644-04-000017.hdr.sgml : 20040811 20040811103434 ACCESSION NUMBER: 0000946644-04-000017 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040811 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEMISPHERX BIOPHARMA INC CENTRAL INDEX KEY: 0000946644 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 520845822 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-108645 FILM NUMBER: 04966000 BUSINESS ADDRESS: STREET 1: 1617 JFK BLVD #660 STREET 2: ONE PENN CENTER CITY: PHILADELPHIA STATE: PA ZIP: 19104 BUSINESS PHONE: 2159880080 MAIL ADDRESS: STREET 1: 1617 JFK BLVD STREET 2: ONE PENN CENTER CITY: PHILADELPHIA STATE: PA ZIP: 19103 424B3 1 r424b3_1.txt Filed Pursuant to Rule 424(b)(3) Registration Nos. 333-108645, 333-111135, 333-113796 and 333-117178 PROSPECTUS SUPPLEMENT Number 1 to Prospectus dated August 2, 2004 of HEMISPHERX BIOPHARMA, INC. On August 5, 2004, we closed a private placement with select institutional investors of approximately 3,617,300 shares of its Common Stock and warrants to purchase an aggregate of up to approximately 1,085,200 shares of its Common Stock. Portside Growth & Opportunity Fund, one of the selling stockholders, purchased 961,539 shares and 288,462 warrants in the placement. We raised approximately $7,524,000 in gross cash proceeds from this private offering. The Warrant issued to each purchaser is exercisable for up to 30% of the number of shares of Common Stock purchased by such Purchaser, at an exercise price equal to $2.86 per share. Each Warrant has a term of five years and is fully exercisable from the date of issuance. We have agreed to file with the Securities and Exchange Commission a registration statement covering resales of the shares issued to the purchasers in the placement and shares issuable upon the exercise of the Warrants. As a result of the placement, the conversion prices of certain of the outstanding Debentures and the exercise prices of all of the warrants held by the debenture holders have been adjusted pursuant to the anti-dilution provisions of these securities. For information on the anti-dilution provisions of these securities, see "Management's Discussion and Analysis of Financial Condition and Results of Operations; Liquidity and Capital Resources" in the prospectus. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. The date of this Prospectus Supplement is August 6, 2004 -----END PRIVACY-ENHANCED MESSAGE-----