================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Act of 1934 Date of Report (Date of earliest event reported): JUNE 2, 2000 TECHNICLONE CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 000-17085 95-3698422 (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) 14282 FRANKLIN AVENUE TUSTIN, CALIFORNIA 92780-7017 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (714) 508-6000 ================================================================================
ITEM 5. OTHER EVENTS. On June 2, 2000, Techniclone Corporation, a Delaware corporation (the "Registrant"), entered into an amendment of its existing Common Stock Equity Line (the "Amendment"). Pursuant to the Amendment, the Registrant may be able to draw up to $2,800,000 per month, assuming the Registrant's common stock maintains a certain minimum per share price as defined in the Amendment. The Registrant's press release announcing the Amendment is attached as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Exhibit Name of Exhibit ------- --------------- 99.1 Press Release of Registrant dated June 7, 2000. 2
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. TECHNICLONE CORPORATION Date: June 7, 2000 By: /s/ John N. Bonfiglio --------------------- John N. Bonfiglio, President and Chief Executive Officer 3
EXHIBIT INDEX Exhibit Name of Exhibit - ------- --------------- 99.1 Press Release dated June 7, 2000. 4
TECHNICLONE AMENDS COMMON STOCK EQUITY LINE TO INCREASE
MONTHLY AVAILABLE DRAW AMOUNT TO $2.8 MILLION
Tustin, CA - June 7, 2000 - Techniclone Corporation (NASDAQ: TCLN) today
announced it has signed an amendment to its existing Common Stock Equity Line
which will allow the Company to draw up to $2,800,000 per month, at its sole
discretion, subject to minimum share prices as defined in the amendment. This
increased level of funding will better position the Company to fund ongoing and
new clinical trials and R&D related expenses. At a price level of $4 per share,
the Company could draw down over $27 million.
In June of 1998, Techniclone secured access to $20,000,000 under a Common Stock
Equity Line with two institutional investors. Under the amended terms of the
Equity Line as announced today, the Company may, in its sole discretion and
subject to certain restrictions, periodically sell ("Put") shares of the
Company's common stock until the remaining approximate nine million common
shares registered under the Common Stock Equity Line have been exhausted.
"The amendment to the Equity Line basically allows the Company access
significant capital when it needs it." stated Dr. John Bonfiglio, President and
CEO of Techniclone. "The Company currently has approximately one year of cash in
the bank. Access to this additional capital will permit us to rapidly expand the
clinical testing of our Cotara(TM) platform technology. The Company now has the
flexibility to "Put" shares when market conditions are optimal. I believe the
amendment to this Equity Line is a vote of confidence for Techniclone from our
financial partners on the long term potential for this Company."
Techniclone has recently completed a joint venture with Oxygen, Inc. and is
currently in pending negotiations for two separate licensing deals for the
Vascular Targeting Agent (VTA) technology which is part of the strategy to
rapidly commercialize its core technologies as well as assist in the funding of
the Company from licensing fees. The Company has restructured to focus on
clinical trials for its Cotara(TM) antibody product and its partnership with
Schering AG, Germany for Oncolym(R). Also, the Company has reduced its burn rate
by shutting down its manufacturing facility and contracting out such services
and reducing its staff from a high of 45 employees in 1999 to the present 18
employees.
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TECHNICLONE Corporation is a biopharmaceutical company focused on the
development, commercialization and licensing of unique technologies for the
treatment of cancer, primarily based on its "collateral targeting technologies."
These technologies therapeutically target cell structures and cell types, rather
than surface cancer cells, as a means to attack solid tumors, without causing
damage to surrounding healthy tissue. The Company has three collateral
technologies: Cotara(TM), Vasopermeation Enhancement Agents (VEA), and Vascular
Targeting Agents (VTA). The Company also has a direct tumor targeting agent
called Oncolym(R) for the treatment of advanced non-Hodgkin's B-cell Lymphoma.
Oncolym(R) has been licensed to Schering AG, Germany, which is now responsible
for all existing and future Oncolym(R) clinical trial programs as well as
marketing.
Safe Harbor Statement: This release may contain certain forward-looking
statements that are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Actual events or results may differ
from the Company's expectations as a result of risk factors discussed in
Techniclone's reports on file with the U.S. Securities and Exchange Commission,
including, but not limited to, the Company's report on Form 10K for the year
ended April 30, 1999 and on Form 10Q for the quarter ended January 31, 2000.
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