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
December 7, 2001
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(Date of earliest event reported)
ATRIX LABORATORIES, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 0-18231 84-1043826
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(State or Other Jurisdiction (Commission File No.) (IRS Employer Identification No.)
of Incorporation)
2579 Midpoint Drive, Fort Collins, Colorado 80525
(Address of principal executive offices, including zip code)
(970) 482-5868
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(Registrant's telephone number, including area code)
Item 5. Other Events.
On December 7, 2001, Atrix Laboratories, Inc. (the "Company") entered
into an Underwriting Agreement dated December 7, 2001 with Banc of America
Securities LLC (the "Underwriter"), with respect to the issuance and sale by the
Company, and the purchase by the Underwriter, of an aggregate of 565,000 shares
of the Company's $.001 par value common stock, with an option to purchase from
the Company an additional 84,750 shares of common stock to cover
over-allotments. The Underwriting Agreement dated December 7, 2001 is attached
hereto and incorporated herein by reference as Exhibit 1.01. Morrison & Foerster
LLP, as counsel to the Company, has issued its opinion with respect to the
legality of the shares of common stock issued pursuant to the Underwriting
Agreement. The opinion is attached hereto and incorporated herein by reference
as Exhibit 5.01.
Item 7. Exhibits and Financial Statements.
(c) Exhibits
1.01 Underwriting Agreement dated December 7, 2001.
5.01 Legal Opinion of Morrison & Foerster LLP.
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.
ATRIX LABORATORIES, INC.
By: /s/ Brian G. Richmond
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Brian G. Richmond
Chief Financial Officer
Date: December 10, 2001
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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1.01 Underwriting Agreement dated December 7, 2001.
5.01 Legal Opinion of Morrison & Foerster LLP.