UNITED STATES
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): November 7, 2003
ARADIGM CORPORATION
California
| 0-28402 (Commission File No.) |
94-3133088 (IRS Employer Identification No.) |
3929 Point Eden Way
Hayward, California 94545
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (510) 265-9000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
| Item 5. Other Events | ||||||||
| Item 7. Exhibits | ||||||||
| SIGNATURES | ||||||||
| INDEX TO EXHIBITS | ||||||||
| Exhibit 4.1 | ||||||||
| Exhibit 99.1 | ||||||||
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events
As of November 7, 2003, Aradigm Corporation (the “Company”) entered into a Securities Purchase Agreement filed herewith as Exhibit 4.1 (the “Agreement”) with the persons listed on Exhibit A to the Agreement (collectively, the “Purchasers”). Pursuant to the Agreement, the Company agreed to issue and sell to the Purchasers, and the Purchasers agreed to purchase from the Company, approximately 7,502,775 shares of the Company’s Common Stock (the “Common Stock”) at $1.80 per share (the “Shares”) and warrants to purchase approximately 1,875,691 shares of the Common Stock at $2.50 per share (the “Warrants”), for an aggregate purchase price of approximately $13,505,000 in a private placement (the “Financing”).
The Financing closed on November 10, 2003 (the “Closing Date”). The Company agreed that, within 30 days of the Closing Date, it will use its best efforts to prepare and file with the SEC a registration statement covering the resale of the Shares and the shares of Common Stock issuable upon exercise of the Warrants.
The press release issued by the Company on November 10, 2003 announcing the Financing is filed herewith as Exhibit 99.1.
Item 7. Exhibits.
| Exhibit | ||
| Number | Description | |
| 4.1 | Securities Purchase Agreement, dated as of November 7, 2003, by and between the Company and the persons listed on Exhibit A thereto. | |
| 99.1 | Press Release dated November 10, 2003. |
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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, thereunto duly authorized.
| ARADIGM CORPORATION | ||||
| Dated: November 12, 2003 | By: | /s/ Richard P. Thompson | ||
| Richard P. Thompson | ||||
| Title: | Chairman and Chief Executive Officer | |||
| (Principal Executive Officer) |
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INDEX TO EXHIBITS
| Exhibit | ||
| Number | Description | |
| 4.1 | Securities Purchase Agreement, dated as of November 7, 2003, by and between the Company and the persons listed on Exhibit A thereto. | |
| 99.1 | Press Release dated November 10, 2003. |
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