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):September 16, 2003
CytRx Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
000-15327 58-1642750
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(Commission File Number) (I.R.S. Employer Identification No.)
11726 San Vicente Blvd., Suite 650, Los Angeles, CA 90049
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(Address of Principal Executive Offices) (Zip Code)
(310) 826-5648
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Registrant's Telephone Number, Including Area Code
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(Former Name or Former Address, if Changed Since Last Report).
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
A. On September 16, 2003, CytRx Corporation completed a private placement
of its common stock and warrants to purchase shares of common stock. A
press release announcing the foregoing sale of securities was issued
by CytRx on September 17, 2003. The foregoing press release and the
forms of documents entered into in connection with the offering are
filed as exhibits to this Current Report on Form 8-K.
B. On September 17, 2003, CytRx Corporation issued a press release
announcing that it had reached an agreement in principle with Michael
Czech, Ph.D., Professor and Chair of Molecular Medicine, and Professor
of Biochemistry and Molecular Pharmacology at the University of
Massachusetts Medical School (UMMS), and a team of prominent
scientists to form Araios, Inc., a CytRx subsidiary that will develop
orally active small molecule based drugs to prevent, treat and cure
obesity and type II diabetes. The foregoing press release is filed as
an exhibit to Current Report Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) The following exhibits are filed as part of this Current Report
on Form 8-K:
EXHIBIT NO. DESCRIPTION
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4.1 Form of Warrant for the Purchase of Shares of Common Stock, dated
September 16, 2003, issued to the Purchasers by CytRx Corporation.
10.1 Form of Securities Purchase Agreement, dated as of September 15,
2003, entered into by and among CytRx Corporation and the
Purchasers.
10.2 Form of Registration Rights Agreement, dated as of September 15,
2003, entered into by and among CytRx Corporation and the
Purchasers.
99.1 Press release regarding completion of private placement issued
September 17, 2003.
99.2 Press release regarding Araios, Inc. issued September 17, 2003.
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.
CYTRX CORPORATION
(Registrant)
Date: September 17, 2003
By: /s/ Steven A. Kriegsman
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Name: Steven A. Kriegsman
Title: Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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4.1 Form of Warrant for the Purchase of Shares of Common Stock, dated
September 16, 2003, issued to the Purchasers by CytRx Corporation.
10.1 Form of Securities Purchase Agreement, dated as of September 15,
2003, entered into by and among CytRx Corporation and the
Purchasers.
10.2 Form of Registration Rights Agreement, dated as of September 15,
2003, entered into by and among CytRx Corporation and the
Purchasers.
99.1 Press release regarding completion of private placement issued
September 17, 2003.
99.2 Press release regarding Araios, Inc. issued September 17, 2003.