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): April 27, 2001 PharmaNetics, Inc. -------------------------------------------------------------------- (Exact name of registrant as specified in its charter) North Carolina -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 0-25133 56-2098302 -------------------------------- ---------------------------- (Commission file Number) (IRS Employer ID Number) 9401 Globe Center Drive, Morrisville, North Carolina 27560 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 919-582-2600 -------------- 5301 Departure Drive, Raleigh, North Carolina 27616 -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. ------------ On April 23, 2001, the Registrant entered into a Stock Purchase Agreement and an Amended and Restated Distribution Agreement with Bayer Corporation. On April 24, 2001, the Registrant issued a press release about those transactions. The Agreements and the press release are attached as Exhibits. Item 7. Exhibits (c) Exhibits Exhibit No. 10.27 Common Stock Purchase Agreement between the Registrant and Bayer Corporation dated April 23, 2001. 10.28 Amended and Restated Distribution Agreement between Registrant and Bayer Corporation dated April 23, 2001. 99.1 Press Release dated April 24, 2001. 2 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. PHARMANETICS, INC. Date: April 27, 2001 /s/ John P. Funkhouser ------------------------------------------ John P. Funkhouser President and Chief Executive Officer 3