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Published on 4/16/2008 in the Prospect News PIPE Daily.

New Issue: Kirk Pharmaceuticals completes $5.98 million private placement of convertible bridge notes

By Devika Patel

Knoxville, Tenn., April 16 - Kirk Pharmaceuticals, LLC received $5.98 million in a private placement of convertible bridge notes on April 3, according to an 8-K filed by parent company Synovics Pharmaceuticals, Inc. on Wednesday with the Securities and Exchange Commission.

The notes carry a 6% coupon and mature on June 30.

Upon the closing of a qualified equity financing, the notes convert, at the holder's option, into the Synovics's future series C preferred stock, which will be issued in a qualified equity financing at a premium of 110% of the notes' unpaid principal and interest. In addition, upon closing of the financing, noteholders may receive bridge warrants to buy Synovics's common stock at an exercise price and upon other terms identical to the warrants which will be issued in the financing.

The amount of common stock into which the bridge warrants are exercisable will range from 40% to 50% of the number of common shares, which will be issued to the holders when they convert their series C preferred stock, with the range depending on the timing of the financing.

Synovics issued 1,196,000 common shares to the note investors at closing and issued 1 million series C preferred shares to the agent as collateral for the notes.

The notes also are secured by 2 million Synovics common shares.

Of the notes, $4,725,000 was issued in exchange for identical notes issued by Kirk in a 2007 convertible bridge note offering.

Kirk is a Fort Lauderdale, Fla.-based private manufacturer of over-the-counter and prescription pharmaceuticals as well as dietary supplements. Parent Synovics, based in Phoenix, Ariz., develops oral controlled-release products.

Issuer:Kirk Pharmaceuticals, LLC
Issue:Convertible bridge notes
Amount:$5.98 million
Maturity:June 30
Coupon:6%
Warrants:For 40% to 50% of the number of common shares issued upon conversion of series C preferred stock
Settlement date:April 16

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