Form 8-K

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) April 19, 2004

 

 

INCARA PHARMACEUTICALS CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

 

0-50481   56-1953785
(Commission File Number)   (IRS Employer ID Number)

 

P.O. Box 14287

79 T. W. Alexander Drive

4401 Research Commons, Suite 200

 

Research Triangle Park, North Carolina   27709
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (919) 558-8688

 

Item 5. Other Events and Regulation FD Disclosure

 

On April 19, 2004, Incara Pharmaceuticals Corporation reported that it had completed a private placement of 41,040,000 shares of its common stock, resulting in gross proceeds of approximately $10.26 million. Incara is filing this Form 8-K to file the relevant documents for that private placement.

 

Item 7. Financial Statements and Exhibits

 

  (c) Exhibits

 

Exhibit 4.9   Form of Warrant to Purchase Common Stock of Incara Pharmaceuticals Corporation dated April 19, 2004 issued to investors in April 2004
Exhibit 4.10   Warrant to Purchase Common Stock of Incara Pharmaceuticals Corporation dated April 19, 2004 issued to SCO Securities LLC
Exhibit 10.102   Purchase Agreement dated April 19, 2004 among Incara Pharmaceuticals Corporation and certain investors
Exhibit 10.103   Registration Rights Agreement dated April 19, 2004 among Incara Pharmaceuticals Corporation, certain investors and SCO Securities LLC
Exhibit 10.104   Amendment No. 1 to Debenture and Warrant Purchase Agreement dated September 16, 2003 among Incara Pharmaceuticals Corporation, Incara, Inc. and Goodnow Capital, L.L.C.

 

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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 thereunto duly authorized.

 

   

INCARA PHARMACEUTICALS CORPORATION

Date: April 21, 2004

    
   

/s/ Richard W. Reichow

   

Richard W. Reichow

   

Executive Vice President and Chief Financial Officer

 

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