UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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):
July 21, 2006
______________________
PEREGRINE
PHARMACEUTICALS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-17085
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95-3698422
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(State
of other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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14272
Franklin Avenue, Tustin, California 92780
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(Address
of Principal Executive Offices)
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Registrant’s
telephone number, including area code: (714)
508-6000
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Not
Applicable
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(Former
name or former address, if changed since last
report)
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______________________
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2 below):
o
Written
communications 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.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
On
July
21, 2006, Peregrine Pharmaceuticals, Inc. (the “Company”) received approximately
$3.3 million from ZLP Master Fund, Ltd., an institutional investor (the
“Investor”) upon the exercise of a warrant to purchase 4,648,846 shares of
common stock at an exercise price of $0.71 per share. The warrant was originally
issued on August 9, 2002 in connection with a financing transaction under
a
Securities Purchase Agreement completed on the same date. After the exercise
of
this warrant, the Company has outstanding warrants to purchase up to 2,165,807
shares of common stock with a weighted average exercise price of $1.17 per
share
and approximately 193,501,000 shares of common stock outstanding.
SIGNATURES
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.
| PEREGRINE PHARMACEUTICALS, INC. | ||
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| Date: July 24, 2006 | By: | /s/ Steven W. King |
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Steven
W. King
President
and Chief Executive Officer,
Director
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