8-K 1 h11448e8vk.txt ENCYSIVE PHARMACEUTICALS INC. 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): December 23, 2003 (December 23, 2003) ENCYSIVE PHARMACEUTICALS INC. (Exact name of registrant as specified in its charter) DELAWARE 0-20117 13-3532643 (State of Incorporation) (Commission File Number) (IRS Employer Identification No.)
6700 WEST LOOP, 4TH FLOOR BELLAIRE, TEXAS 77401 (Address of Registrant's principal executive offices) (713) 796-8822 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REQUIRED REGULATION FD DISCLOSURE On December 23, 2003, Encysive Pharmaceuticals Inc. (the "Company") issued a press release announcing the closing of the previously announced offering of 6,500,000 shares of its common stock in an underwritten offering by SG Cowen Securities Corporation, RBC Dain Rauscher Inc. and Needham & Company, Inc. At the closing, the underwriters also exercised their over-allotment option to purchase an additional 975,000 shares of common stock. The shares of common stock were sold to the public for $6.50 per share. The press release is filed as an exhibit hereto and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 99.1 Press Release. [SIGNATURE PAGE FOLLOWS] 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. Encysive Pharmaceuticals Inc. Date: December 23, 2003 By: /s/ Stephen L. Mueller ----------------------------------------- Stephen L. Mueller Vice-President, Finance and Administration Secretary and Treasurer EXHIBIT INDEX EXHIBIT NO. DESCRIPTION OF EXHIBIT ----------- ---------------------- 99.1 Press Release