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): April 13, 2007
eXegenics Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware
(State or other
jurisdiction of
incorporation)
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000-26648
(Commission
File Number)
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75-2402409
(IRS Employer
Identification No.) |
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4400 Biscayne Blvd
Suite 900
Miami, Florida |
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33137 |
| (Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (305) 575-6015
(Former Name or Former Address, if Changed Since Last Report)
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 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement
On April 13, 2007, eXegenics Inc., a Delaware corporation (“eXegenics”), invested $5 million
in Ophthalmic Technologies, Inc., an Ontario corporation (“OTI”) and entered into a definitive
Share Purchase Agreement (the “Purchase Agreement”) with OTI and its shareholders. In exchange
for the $5 million investment, OTI agreed to issue common shares of OTI to eXegenics to cause
eXegenics to hold one-third of the equity in OTI on a fully diluted basis. The $5 million will be
used by OTI for working capital.
Under the Purchase Agreement, eXegenics received an exclusive option to purchase the remaining
shares of OTI in exchange for the issuance of between 3.13 million and 2.82 million shares of
common stock of eXegenics, depending upon the average per share closing price of eXegenics common
stock for the ten (10) trading dates ended on the second business day prior to the exercise of the
option. The aforesaid option shall extend for the greater of a period of (i) six (6) months from the
date of the agreement and (ii) three (3) months from
completion of OTI’s fiscal years ended April 30, 2006 and
April 30,
2007 financial statement audits.