Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
CPRX > SEC Filings for CPRX > Form 8-K on 5-Sep-2013All Recent SEC Filings

Show all filings for CATALYST PHARMACEUTICAL PARTNERS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CATALYST PHARMACEUTICAL PARTNERS, INC.


5-Sep-2013

Entry into a Material Definitive Agreement, Financial Stat


Item 1.01 Entry into a Material Definitive Agreement

On September 5, 2013, Catalyst Pharmaceutical Partners, Inc. (the "Company") entered into Subscription Agreements (collectively, the "Subscription Agreement") with investors who agreed to purchase an aggregate of 8,800,000 shares (the "Shares") of the Company's common stock, par value $0.001 per share for a purchase price of $1.72 per Share, or an aggregate of $15.1 million in gross proceeds. The form of Subscription Agreement to be used in the offering is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by this reference. The description of the material terms of the Subscription Agreement is qualified in its entirety by reference to Exhibit 10.1.

Roth Capital Partners, LLC ("Roth") acted as Placement Agent for the offering of the Shares (the "Offering"). The Company has agreed to pay Roth a commission of 6% of the gross proceeds of the Offering, or an aggregate of approximately $908,000. The Company has also agreed to pay Roth's legal expenses in the Offering, in an amount not to exceed $35,000 without our prior approval, such approval not to be unreasonably withheld. In connection with the Offering, the Company and Roth entered into a Placement Agent Agreement, the form of which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by this reference. The description of the material terms of the Placement Agent Agreement is qualified in its entirety by reference to Exhibit 10.2.

Further, Aegis Capital Corporation, Maxim Group LLC and H.C. Wainright & Co. acted as financial advisors in connection with the offering and will each receive a $50,000 advisory fee in connection therewith. The advisory funds payable to the three financial advisors will reduce the placement agent fees otherwise payable to Roth for this offering.

The closing of the Offering is expected to take place on September 10, 2013, subject to the satisfaction of customary closing conditions.

The Shares are being offered and sold pursuant to a prospectus, dated December 15, 2010, a prospectus supplement dated September 5, 2013, the Company's shelf registration statement on Form S-3 (Registration No. 333-170945) which was declared effective on December 15, 2010, and a Registration Statement under Rule 462(b), filed with the Securities and Exchange Commission on September 4, 2013.

The legal opinion and consent of Akerman Senterfitt relating to the Shares is filed as Exhibit 5.1 to this Current Report on Form 8-K and is incorporated herein by reference.

On September 5, 2013, the Company issued a press release announcing the Offering. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.




Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

5.1     Opinion of Akerman Senterfitt

10.1    Form of Subscription Agreement, dated as of September 5, 2013, between the
        Company and the investors in the Offering

10.2    Placement Agent Agreement, dated as of September 5, 2013, between the
        Company and Roth Capital Partners, LLC.

23.1    Consent of Akerman Senterfitt (reference is made to Exhibit 5.1 hereto)

99.1    Press release issued by the Company on September 5, 2013


  Add CPRX to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for CPRX - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.