Delaware
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000-50590
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11-3516358
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(State
or Other Jurisdiction of
Incorporation)
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(Commission File
Number)
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(I.R.S.
EmployerIdentification
No.)
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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·
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an
agreement dated as of on November 19, 2007 with KT&G Corporation, a
Korean corporation (“KT&G”);
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·
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an
agreement dated as of November 20, 2007 with Rexgene Biotech Co.,
Ltd., a
Korean corporation (“Rexgene”);
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·
|
an
agreement dated as of December 17, 2007 with Jungwoo Family Co.,
Ltd., a
Korean corporation (“Jungwoo”);
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·
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an
agreement dated as of December 17, 2007 with Kumho Investment Bank,
a
Korean corporation (“Kumho Bank”); and
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·
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an
agreement dated as of December 17, 2007 with 26 individual investors,
each
of whom is either a Korean corporation, or a natural person who
is a
citizen and resident of Korea (the “Individual Korean Investors”).
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·
|
we
issued to KT&G 2,142,858 shares of our common stock and a warrant to
purchase 428,572 shares of our common stock for total consideration
of
$3,000,001.20;
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·
|
we
issued to Rexgene 714,286 shares of our common stock and a warrant
to
purchase 142,857 shares of our common stock for total consideration
of
$1,000,000.40;
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·
|
we
issued to Jungwoo 142,857 shares of our common stock and a warrant
to
acquire up to 28,571 shares of our common stock for aggregate cash
consideration of $199,999.80;
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·
|
we
issued to Kumho 357,143 shares of our common stock and a warrant
to
acquire up to 71,429 shares of our common stock for aggregate cash
consideration of $500,000.20; and
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·
|
we
issued to the Individual Korean Investors a total of 1,500,015
shares of
our common stock and warrants to acquire up to 300,003 shares of
our
common stock for aggregate cash consideration of $2,100,021.00.
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·
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the
sale to KT&G 2,142,858 shares of our common stock and a warrant to
purchase 428,572 shares of our common stock for total consideration
of
$3,000,001.20;
|
·
|
the
sale to Rexgene 714,286 shares of our common stock and a warrant
to
purchase 142,857 shares of our common stock for total consideration
of
$1,000,000.40;
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·
|
the
sale to Jungwoo 142,857 shares of our common stock and a warrant
to
acquire up to 28,571 shares of our common stock for aggregate cash
consideration of $199,999.80;
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·
|
the
sale to Kumho 357,143 shares of our common stock and a warrant
to acquire
up to 71,429 shares of our common stock for aggregate cash consideration
of $500,000.20; and
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·
|
the
sale to the Individual Korean Investors a total of 1,500,015 shares
of our
common stock and a warrant to acquire up to 300,003 shares of our
common
stock for aggregate cash consideration of $2,100,021.00.
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Exhibit
Number
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Description
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10.1
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Securities
Purchase Agreement, dated as of November 19, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and KT&G Corporation (the “KT&G Securities
Purchase Agreement”). Filed as Exhibit 10.1 to Current Report
of Rexahn Pharmaceuticals, Inc. filed on November 21, 2007 and
incorporated herein by reference.
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10.2
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Securities
Purchase Agreement, dated as of November 20, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and Rexgene Biotech Co., Ltd. (the
“Rexgene Securities Purchase Agreement”). Filed as Exhibit 10.4
to Current Report of Rexahn Pharmaceuticals, Inc. filed on November
21,
2007 and incorporated herein by reference.
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10.3
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Securities
Purchase Agreement, dated as of December 17, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and Jungwoo Family Co., Ltd. (the “Jungwoo
Securities Purchase Agreement”). Filed as Exhibit 10.1 to
Current Report of Rexahn Pharmaceuticals, Inc. filed on December
18, 2007
and incorporated herein by reference.
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10.4
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Securities
Purchase Agreement, dated as of December 17, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and Kumho Investment Bank (the “Kumho Securities
Purchase Agreement”). Filed as Exhibit 10.2 to Current Report
of Rexahn Pharmaceuticals, Inc. filed on December 18, 2007 and
incorporated herein by reference.
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10.5
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Securities
Purchase Agreement, dated as of December 17, 2007, by and among Rexahn
Pharmaceuticals, Inc. and the several parties signatory thereto (the
“Individual Investor Securities Purchase Agreement”). Filed as
Exhibit 10.3 to Current Report of Rexahn Pharmaceuticals, Inc. filed
on
December 18, 2007 and incorporated herein by reference.
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10.6
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Warrant,
dated December 24, 2007, issued to KT&G
Corporation.
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10.7
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Warrant,
dated December 24, 2007, issued to Rexgene Biotech Co.,
Ltd.
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10.8
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Form
of Warrant, dated December 24, 2007, issued to the purchasers pursuant
to
the Jungwoo Securities Purchase Agreement, the Kumho Securities Purchase
Agreement, the Individual Investor Securities Purchase Agreement
and to a
consultant. Filed as Exhibit 10.4 to the Current Report of Rexahn
Pharmaceuticals, Inc. filed on December 18, 2007 and incorporated
herein
by reference.
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10.9
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Registration
Rights Agreement, dated as of December 24, 2007, by and among Rexahn
Pharmaceuticals, Inc. and the purchasers pursuant to the KT&G
Securities Purchase Agreement, the Rexgene Securities Purchase Agreement,
the Jungwoo Securities Purchase Agreement, the Kumho Securities Purchase
Agreement, the Individual Investor Securities Purchase Agreement
and a
consulting services agreement.
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REXAHN
PHARMACEUTICALS, INC.
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|||
(Registrant)
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|||
By:
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/s/
Chang H. Ahn
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||
Chang
H. Ahn
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|||
Chairman
and Chief Executive Officer
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|||
Date:
December 26, 2007
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Exhibit
Number
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Description
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10.1
|
Securities
Purchase Agreement, dated as of November 19, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and KT&G Corporation (the “KT&G Securities
Purchase Agreement”). Filed as Exhibit 10.1 to Current Report
of Rexahn Pharmaceuticals, Inc. filed on November 21, 2007 and
incorporated herein by reference.
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10.2
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Securities
Purchase Agreement, dated as of November 20, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and Rexgene Biotech Co., Ltd. (the
“Rexgene Securities Purchase Agreement”). Filed as Exhibit 10.4
to Current Report of Rexahn Pharmaceuticals, Inc. filed on November
21,
2007 and incorporated herein by reference.
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10.3
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Securities
Purchase Agreement, dated as of December 17, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and Jungwoo Family Co., Ltd. (the “Jungwoo
Securities Purchase Agreement”). Filed as Exhibit 10.1 to
Current Report of Rexahn Pharmaceuticals, Inc. filed on December
18, 2007
and incorporated herein by reference.
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10.4
|
Securities
Purchase Agreement, dated as of December 17, 2007, by and between
Rexahn
Pharmaceuticals, Inc. and Kumho Investment Bank (the “Kumho Securities
Purchase Agreement”). Filed as Exhibit 10.2 to Current Report
of Rexahn Pharmaceuticals, Inc. filed on December 18, 2007 and
incorporated herein by reference.
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10.5
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Securities
Purchase Agreement, dated as of December 17, 2007, by and among Rexahn
Pharmaceuticals, Inc. and the several parties signatory thereto (the
“Individual Investor Securities Purchase Agreement”). Filed as
Exhibit 10.3 to Current Report of Rexahn Pharmaceuticals, Inc. filed
on
December 18, 2007 and incorporated herein by reference.
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|
Warrant,
dated December 24, 2007, issued to KT&G
Corporation.
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Warrant,
dated December 24, 2007, issued to Rexgene Biotech Co.,
Ltd.
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10.8
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Form
of Warrant, dated December 24, 2007, issued to the purchasers pursuant
to
the Jungwoo Securities Purchase Agreement, the Kumho Securities Purchase
Agreement, the Individual Investor Securities Purchase Agreement
and to a
consultant. Filed as Exhibit 10.4 to the Current Report of Rexahn
Pharmaceuticals, Inc. filed on December 18, 2007 and incorporated
herein
by reference.
|
|
Registration
Rights Agreement, dated as of December 24, 2007, by and among Rexahn
Pharmaceuticals, Inc. and the purchasers pursuant to the KT&G
Securities Purchase Agreement, the Rexgene Securities Purchase Agreement,
the Jungwoo Securities Purchase Agreement, the Kumho Securities Purchase
Agreement, the Individual Investor Securities Purchase Agreement
and a
consulting Services Agreement.
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