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): February 4, 2004
CRDENTIA CORP.
(Exact name of Registrant as Specified in its Charter)
DELAWARE 0-31152 76-0585701
(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification Number)
14114 Dallas Parkway, Suite 600, Dallas, Texas 75254
(Address of principal executive offices) (Zip Code)
(972) 850-0780
(Registrant's telephone number, including area code)
____________________________________________________
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. Other Events.
On February 4, 2004, we, Crdentia Corp., issued an additional 1,000,000
shares of Series A Convertible Preferred Stock at a per share price of
$1.00 to one investor. The shares of Series A Convertible Preferred Stock
have the rights, preferences and privileges described in the report on Form
8-K filed on December 30, 2003 and as set forth in the Certificate of
Designations, Preferences and Rights of Series A Preferred Stock filed as
Exhibit 4.1 thereto. In connection with the issuance of the shares of
Series A Convertible Preferred Stock, we filed a Certificate of Amendment
of Certificate of Designations, Preferences and Rights of Series A
Preferred Stock with the Secretary of State of the State of Delaware on
February 3, 2004, so as to designate for issuance a total of 2,750,000
shares of Series A Convertible Preferred Stock. A copy of the Certificate
of Amendment is attached as Exhibit 4.3 to this report.
In addition, the holders of such shares of Series A Convertible Preferred
Stock will be entitled to the registration rights set forth in the
Registration Rights Agreement dated December 17, 2003 by and among us and
such holders and a copy of which is filed as Exhibit 4.2 to the report on
Form 8-K filed on December 30, 2003.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
4.1(1) Certificate of Designations, Preferences and Rights of Series A
Preferred Stock of Crdentia Corp.
4.2(2) Registration Rights Agreement dated December 17, 2003 by and among
Crdentia Corp. and the investors listed on Schedule A attached
thereto.
4.3 Certificate of Amendment of Certificate of Designations, Preferences
and Rights of Series A Preferred Stock of Crdentia Corp.
-------------------
(1) Previously filed as Exhibit 4.1 to the report on Form 8-K filed with
the Securities and Exchange Commission on December 30, 2003 and
incorporated herein by reference.
(2) Previously filed as Exhibit 4.2 to the report on Form 8-K filed with
the Securities and Exchange Commission on December 30, 2003 and
incorporated herein by reference.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has caused this report on Form 8-K to be signed on
its behalf by the undersigned thereunto duly authorized.
CRDENTIA CORP.
Date : February 20, 2004 /S/ WILLIAM S. LEFTWICH
By: William S. Leftwich,
Chief Financial Officer and Secretary
3
EXHIBIT INDEX
Exhibit No. Description
4.1(1) Certificate of Designations, Preferences and Rights of
Series A Preferred Stock of Crdentia Corp.
4.2(2) Registration Rights Agreement by and among Crdentia Corp.
and the investors listed on Schedule A attached thereto.
4.3 Certificate of Amendment of Certificate of Designations,
Preferences and Rights of Series A Preferred Stock of
Crdentia Corp.
_________________
(1) Previously filed as Exhibit 4.1 to the report on Form 8-K filed with
the Securities and Exchange Commission on December 30, 2003 and
incorporated herein by reference.
(2) Previously filed as Exhibit 4.2 to the report on Form 8-K filed with
the Securities and Exchange Commission on December 30, 2003 and
incorporated herein by reference.