8-K/A 1 b72517kae8vkza.htm OXIGENE, INC. e8vkza
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United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
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 1, 2008
OXiGENE, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   0-21990   13-3679168
(State or other   (Commission File   (I.R.S. Employer
jurisdiction of   Number)   Identification No.)
incorporation)        
230 Third Avenue, Waltham, MA 02451
(Address of principal executive offices)
Registrant’s telephone number, including area code: (781) 547-5900
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:
o     Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


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Item 9.01 Financial Statements and Exhibits
SIGNATURE
EXHIBITS
Ex-4.1 Form of Direct Investment Warrant, to be dated as of October 17, 2008
Ex-10.1 Technology License Agreement dated as of October 1, 2008
Ex-10.2 Novated and Restated Technology License Agreement
Ex-10.3 Stock and Warrant Purchase Agreement dated as of October 1, 2008
Ex-10.4 Purchase Option Agreement dated as of October 1, 2008
Ex-10.5 Registration Rights Agreement dated as of October 1, 2008
Ex-10.6 Additional Funding Agreement dated as of October 1, 2008
Ex-10.7 Amendment No. 1 to the Stockholder Rights Agreement


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Explanatory Note
This Form 8-K/A amends the Current Report of OXiGENE, Inc. (the “Company”) on Form 8-K filed with the Securities and Exchange Commission on October 1, 2008 (the “Original Form 8-K”) solely to file certain agreements referenced in Item 1.01 of the Original Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
     
Exhibit Number   Description
 
4.1
  Form of Direct Investment Warrant, to be dated as of October 17, 2008
 
10.1
  Technology License Agreement by and between the Company and Symphony ViDA Holdings LLC, dated as of October 1, 2008*
 
10.2
  Novated and Restated Technology License Agreement by and among the Company, Symphony ViDA, Inc. and Symphony ViDA Holdings LLC, dated as of October 1, 2008*
 
10.3
  Stock and Warrant Purchase Agreement by and between the Company and Symphony ViDA Holdings LLC, dated as of October 1, 2008*
 
10.4
  Purchase Option Agreement by and among the Company, Symphony ViDA, Inc. and Symphony ViDA Holdings LLC, dated as of October 1, 2008
 
10.5
  Registration Rights Agreement by and between the Company and Symphony ViDA Holdings LLC, dated as of October 1, 2008
 
10.6
  Additional Funding Agreement by and among the Company, Symphony ViDA, Inc., Symphony ViDA Investors LLC and Symphony ViDA Holdings LLC, dated as of October 1, 2008
 
10.7
  Amendment No. 1 to the Stockholder Rights Agreement by and between the Company and American Stock Transfer & Trust Company, dated as of October 1, 2008
 
*   Confidential treatment requested as to certain portions of the document, which portions have been omitted and filed separately with the Securities and Exchange Commission.

 


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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
Date: October 10, 2008 OXiGENE, Inc.
 
 
  /s/ James B. Murphy    
  By: James B. Murphy   
  Vice President and Chief Financial Officer   

 


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EXHIBITS
     
Exhibit Number   Description
 
4.1
  Form of Direct Investment Warrant, to be dated as of October 17, 2008
 
10.1
  Technology License Agreement by and between the Company and Symphony ViDA Holdings LLC, dated as of October 1, 2008*
 
10.2
  Novated and Restated Technology License Agreement by and among the Company, Symphony ViDA, Inc. and Symphony ViDA Holdings LLC, dated as of October 1, 2008*
 
10.3
  Stock and Warrant Purchase Agreement by and between the Company and Symphony ViDA Holdings LLC, dated as of October 1, 2008*
 
10.4
  Purchase Option Agreement by and among the Company, Symphony ViDA, Inc. and Symphony ViDA Holdings LLC, dated as of October 1, 2008
 
10.5
  Registration Rights Agreement by and between the Company and Symphony ViDA Holdings LLC, dated as of October 1, 2008
 
10.6
  Additional Funding Agreement by and among the Company, Symphony ViDA, Inc., Symphony ViDA Investors LLC and Symphony ViDA Holdings LLC, dated as of October 1, 2008
 
10.7
  Amendment No. 1 to the Stockholder Rights Agreement by and between the Company and American Stock Transfer & Trust Company, dated as of October 1, 2008
 
*   Confidential treatment requested as to certain portions of the document, which portions have been omitted and filed separately with the Securities and Exchange Commission.