8-K 1 form8kapril23_2004.txt FORM 8-K APRIL 23, 2004 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549-1004 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): April 23, 2004 MIRAVANT MEDICAL TECHNOLOGIES (Exact name of Registrant as specified in its charter) Delaware 0-2554 77-0222872 (State or other jurisdiction of (Commission File Number) I.R.S. Employer incorporation or organization) Identification Number) 336 Bollay Drive Santa Barbara, CA 93117 (Address of principal executive offices) (805) 685-9880 (Registrant's telephone number, including area code) ITEM 5. Other Events On April 23, 2004 we entered into a Securities Purchase Agreement, with a group of institutional investors, whereby we sold 4,564,000 shares of Common Stock at $2.25 per share, resulting in proceeds to Miravant of $10,269,000. There were no warrants or placement fees associated with the offering. In addition, we entered into a registration rights agreement with these investors pursuant to which we are obligated to file a registration statement with the Securities and Exchange Commission covering the resale of these shares of Common Stock at the earliest possible opportunity, but no later than 60 days from April 23, 2004. The funds will be used for general corporate purposes. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit Number Exhibit Exhibit 4.1 Registration Rights Agreement dated April 23, 2004 between the Registrant and the Purchasers. Exhibit 10.1 Securities Purchase Agreement dated April 23, 2004 between the Registrant and the Purchasers. SIGNATURE Pursuant to the requirements of the Securities Exchange Act or 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Miravant Medical Technologies (Registrant) Date: April 27, 2004 By: /s/ John M. Philpott ------------------------- Name: John M. Philpott Title: Chief Financial Officer Exhibit Index Exhibit Number Exhibit Exhibit 4.1 Registration Rights Agreement dated April 23, 2004 between the Registrant and the Purchasers. Exhibit 10.1 Securities Purchase Agreement dated April 23, 2004 between the Registrant and the Purchasers.