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): August 28, 2013

 

 

CATALYST PHARMACEUTICAL

PARTNERS, INC.

(Exact Name Of Registrant As Specified In Its Charter)

 

 

 

Delaware   001-33057   76-0837053

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

355 Alhambra Circle

Suite 1500

Coral Gables, Florida

  33134
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (305) 529-2522

Not Applicable

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 28, 2013, Catalyst Pharmaceutical Partners, Inc. (“Company”) and its Chairman, President and Chief Executive Officer, Patrick J. McEnany, entered into an amendment to Mr. McEnany’s employment agreement with the Company extending the term of such agreement for an additional three year period. Mr. McEnany’s employment agreement with the Company now expires on November 8, 2016. All of the other terms of Mr. McEnany’s employment agreement with the Company remain the same.

A copy of Amendment No. 4 to Mr. McEnany’s employment agreement with the Company is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The description of Amendment No. 4 that is set forth above is qualified in its entirety by reference to such amendment.

 

Item 8.01 Other Events

On August 28, 2013, the Company received approximately $1,378,000 upon the exercise of common stock purchase warrants to purchase an aggregate of 1,297,500 shares of the Company’s common stock. A portion of the warrants that were exercised were originally issued in the Company’s October 2011 registered direct offering, and the balance of the warrants that were exercised were issued in the Company’s May 2012 public offering. The shares of common stock issued upon the exercise of these warrants are fully registered under the Securities Act of 1933.

 

Item 9.01 Financial Statements and Exhibits

 

  (d) Exhibits

 

10.1    Amendment No. 4 to Employment Agreement between the Company and Patrick J. McEnany, dated August 28, 2013

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Catalyst Pharmaceutical Partners, Inc.
By:  

/s/    Alicia Grande        

  Alicia Grande
  Vice President, Treasurer and CFO

Dated: August 28, 2013

 

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Exhibit 10.1

FOURTH AMENDMENT TO

EMPLOYMENT AGREEMENT

THIS FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into as of this 28 th day of August, 2013, by and between CATALYST PHARMACEUTICAL PARTNERS, INC., a Delaware corporation (“Company”), and PATRICK J. MCENANY (“Employee”).

Preliminary Statements

A. The parties have previously entered into that certain Employment Agreement, effective as of November 8, 2006 (the “Original Agreement”), as previously amended by that certain First Amendment to Employment Agreement, dated as of December 19, 2008 (the “First Amendment”), that certain Second Amendment to Employment Agreement, dated as of November 8, 2009 (the “Second Amendment”), and that certain Third Amendment to Employment Agreement, dated as of September 14, 2011 (the “Third Amendment,” and, together with the Original Agreement, the First Amendment and the Second Amendment, collectively, the “Employment Agreement”). Unless otherwise defined, capitalized terms used herein shall have the meanings given to them in the Employment Agreement.

B. The parties wish to further amend the Employment Agreement to reflect the terms set forth below.

Agreement

NOW, THEREFORE , in consideration of the premises, the mutual covenants set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

 

1. Extension of Agreement . The outside date of the Term of the Employment Agreement is extended for a three-year period from the “seventh anniversary of the Effective Date (November 8, 2013) until the “tenth anniversary of the Effective Date” (November 8, 2016). All references in the Employment Agreement to the “third” anniversary of the Effective Date”, the “fifth anniversary of the Effective Date” or the “seventh anniversary of the Effective Date” shall be deemed by this Amendment to now refer to the “tenth anniversary of the Effective Date.”

 

2. Employment Agreement Remains in Effect . Except as otherwise specifically amended herein, the terms and provisions of the Employment Agreement remain in full force and effect.

 

3. Counterparts . This Amendment may be executed in counterparts.

 

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IN WITNESS WHEREOF, the parties have executed this Amendment, effective as of the date set forth above.

 

CATALYST PHARMACEUTICAL PARTNERS, INC., a Delaware corporation
By:  

/s/ Alicia Grande

  Alicia Grande
  Vice President, Treasurer and Chief Financial Officer
EMPLOYEE:

/s/ Patrick J. McEnany

Patrick J. McEnany

 

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