UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): October 10, 2006

DYNAVAX TECHNOLOGIES
CORPORATION

(Exact name of registrant as specified in charter)

Delaware (State or other jurisdiction of incorporation)		000-50577 (Commission File Number)		33-0728374 (I.R.S. Employer Identification No.)

2929 Seventh Street, Suite 100
Berkeley, California 94710
(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (510) 848-5100

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:

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))

 

 

Item 8.01.   Other Events.

On October 10, 2006, Dynavax Technologies Corporation (the “Company”) announced the closing of its underwritten public offering of 7,130,000 shares of its common stock, at a price of $4.40 per share. The offering includes the exercise of the underwriter’s over-allotment option of 930,000 shares, at a price of $4.40 per share. The purchase price does not include the underwriter’s discount or the fees and expenses of the transaction. Pacific Growth Equities, LLC acted as the sole underwriter for the offering, which is being made pursuant to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-137608) previously filed with the Securities and Exchange Commission.

Our press release dated October 10, 2006, titled “Dynavax Announces Closing of Common Stock Offering and Exercise of Underwriter’s Over-Allotment Option,” is attached hereto as Exhibit 99.1 and is herein incorporated by reference.

Item 9.01.   Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release, dated October 10, 2006, entitled “Dynavax Announces Closing of Common Stock Offering and Exercise of Underwriter’s Over-Allotment Option.”

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.

INDEX TO EXHIBITS

Exhibit
Number		Description
99.1		Press Release, dated October 10, 2006, entitled “Dynavax Announces Closing of Common Stock Offering and Exercise of Underwriter’s Over-Allotment Option.”

Exhibit 99.1

2929 Seventh Street, Suite 100
Berkeley, CA 94710     

Contact:
Dynavax Technologies Corporation
Deborah A. Smeltzer
VP Operations & Chief Financial Officer
Phone (650) 665-7222
Email: dsmeltzer@dvax.com

DYNAVAX ANNOUNCES CLOSING OF COMMON STOCK OFFERING AND
EXERCISE OF UNDERWRITER’S OVER-ALLOTMENT OPTION

Berkeley, CA — October 10, 2006 — Dynavax Technologies Corporation (NASDAQ:DVAX) today announced the closing of its underwritten public offering of 7,130,000 shares of its common stock that included the exercise of the underwriter’s over-allotment option of 930,000 shares, at a price of $4.40 per share. The offering was made under the company’s existing shelf registration statement and resulted in net proceeds to the company of approximately $29.5 million, after payment of underwriting discounts and commissions, but excluding estimated offering expenses.

Pacific Growth Equities, LLC. acted as the sole underwriter for this offering. Copies of the final prospectus relating to the offering may be obtained from Pacific Growth Equities, LLC at One Bush Street, Suite 1700, San Francisco, CA, 94104.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

About Dynavax

Dynavax Technologies Corporation discovers, develops, and intends to commercialize innovative TLR9 agonist-based products to treat and prevent allergies, infectious diseases, cancer, and chronic inflammatory diseases using versatile, proprietary approaches that alter immune system responses in highly specific ways. Our clinical development programs are based on immunostimulatory sequences, or ISS, which are short DNA sequences that enhance the ability of the immune system to fight disease and control chronic inflammation. Dynavax’s pipeline includes: TOLAMBA™, a ragweed allergy therapeutic, for which a major safety and efficacy trial (DARTT) is currently underway, and that is in a supportive clinical trial in ragweed allergic children; HEPLISAV™, a hepatitis B vaccine in Phase 3; and a therapy for non-Hodgkin’s lymphoma in Phase 2. Its preclinical asthma and COPD programs are partnered with AstraZeneca. Funding for the company’s other preclinical programs in cancer, hepatitis B and hepatitis C therapies, and for an influenza vaccine have been provided by Symphony Dynamo, Inc. and the NIH, and represent future partnering opportunities.