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) January 7, 2004
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Generex Biotechnology Corporation
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(Exact name of registrant as specified in its charter)
Delaware 000-25169 82-049021
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(State or other jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
33 Harbor Square, Suite 202, Toronto, Ontario Canada M5J 2G2
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 416/364-2551
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(Former name or former address, if changed since last report)
Item 5. Other Events
On February 27, 2004, Generex Biotechnology Corporation issued a press release
announcing that Generex raised an aggregate of $1,764,000 in private placements
of Units containing common stock and warrants. Under the terms of the
transactions, Generex issued Units containing an aggregate of (i) 1,113,220
shares of common stock and (ii) warrants exercisable for 278,306 shares of
common stock to five accredited institutional investors. At the closings,
additional investment rights to purchase up to the same number of Units at the
same price per Unit were also issued to the investors. Generex is required to
register for resale the shares issued in the private placements and the shares
issuable upon exercise of all warrants and the additional investment rights. The
additional investment rights are exercisable until sixty (60) days after
effectiveness of the registration statement covering the resale of the shares of
common stock. One Million Dollars of the proceeds is being held in escrow by
Generex's attorneys pending satisfaction of certain post-closing conditions,
which are not within the control of the investor. A copy of the press release is
attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 7 Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
The following exhibits are filed herewith:
Exhibit No. Description
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4.1 Securities Purchase Agreement, dated January 7, 2004, by and between
Generex Biotechnology Corporation and ICN Capital Limited.
4.2 Registration Rights Agreement, dated January 7, 2004, by and between
Generex Biotechnology Corporation and ICN Capital Limited.
4.3 Warrant issued in connection with 4.1.
4.4 Additional Investment Right issued in connection with 4.1.
4.5 Securities Purchase Agreement, dated January 9, 2004, by and between
Generex Biotechnology Corporation and Vertical Ventures, LLC.
4.6 Registration Rights Agreement, dated January 9, 2004, by and between
Generex Biotechnology Corporation and Vertical Ventures, LLC.
4.7 Warrant issued in connection with 4.5.
4.8 Additional Investment Right issued in connection with 4.5.
4.9 Securities Purchase Agreement, dated February 6, 2004, by and between
Generex Biotechnology Corporation and Alexandra Global Master Fund,
Ltd.
4.10 Registration Rights Agreement, dated February 6, 2004, by and between
Generex Biotechnology Corporation and Alexandra Global Master Fund,
Ltd.
4.11 Warrant issued in connection with 4.9.
4.12 Additional Investment Right issued in connection with 4.9.
4.13 Escrow Agreement, dated February 26, 2004, by and among Generex
Biotechnology Corporation, Eckert Seamans Cherin & Mellott, LLC and
Alexandra Global Master Fund, Ltd.
4.14 Securities Purchase Agreement, dated February 11, 2004, by and between
Generex Biotechnology Corporation and Michael Sourlis.
4.15 Registration Rights Agreement, dated February 11, 2004, by and between
Generex Biotechnology Corporation and Michael Sourlis.
4.16 Warrant issued in connection with 4.14.
4.17 Additional Investment Right issued in connection with 4.14.
4.18 Securities Purchase Agreement, dated February 13, 2004, by and between
Generex Biotechnology Corporation and Zapfe Holdings, Inc.
4.19 Registration Rights Agreement, dated February 13, 2004, by and between
Generex Biotechnology Corporation and Zapfe Holdings, Inc.
4.20 Warrant issued in connection with 4.18.
4.21 Additional Investment Right issued in connection with 4.18.
99.1 Press release dated February 27, 2004.
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.
GENEREX BIOTECHNOLOGY CORPORATION
Dated: February 27, 2004 By: /s/ Rose C. Perri
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Rose C. Perri
Chief Operating Officer
(principal financial officer)