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): September 12, 2006
ADVENTRX Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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1-15803
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84-1318182 |
| (State or Other Jurisdiction of
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(Commission File No.)
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(IRS Employer Identification No.) |
| Incorporation) |
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6725 Mesa Ridge Road, Suite 100
San Diego, CA 92121
(Address of Principal Executive Offices and Zip Code)
N/A
(Former name or former address if changed since last report)
Registrant’s telephone number, including area code: (858) 552-0866
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 7.01. Regulation FD Disclosure.
Evan M. Levine, Chief Executive Officer of Adventrx Pharmaceuticals, Inc. (“Adventrx”), will be
presenting the information contained in the slides attached as Exhibit 99.1 to this Current Report
on Form 8-K (this “Report”) on September 12, 2006 at the ThinkEquity Partners LLC 4th
Annual Growth Conference at The Ritz Carlton Hotel, San Francisco.
The information in this Report, including the slides attached hereto as Exhibit 99.1, is being
furnished pursuant to this Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of
that section, and it shall not be deemed incorporated by reference in any filing under the
Securities Act of 1933 or under the Exchange Act, whether made before or after the date hereof,
except as expressly set forth by specific reference in such filing to this Report.
By filing this Report and furnishing this information, Adventrx makes no admission as to the
materiality of any information in this Report. The information contained in the slides is summary
information that is intended to be considered in the context of Adventrx’ filings with the
Securities and Exchange Commission (the “SEC”) and other public announcements that Adventrx makes,
by press release or otherwise, from time to time. Adventrx undertakes no duty or obligation to
publicly update or revise the information contained in this Report, although it may do so from time
to time as its management believes is appropriate. Any such updating may be made through the filing
of other reports or documents with the SEC, through press releases or through other public
disclosure.
Adventrx cautions you that information included in the slides attached hereto as Exhibit 99.1 that
are not a description of historical facts are forward-looking statements. The inclusion of
forward-looking statements should not be regarded as a representation by Adventrx that any of its
plans, including its anticipated milestones, will be achieved on time or at all. Actual results may
differ materially from those set forth in this report due to the risks and uncertainties inherent
in Adventrx’ business, including, without limitation: the potential for CoFactor® and Adventrx’
other product candidates to receive regulatory approval for one or more indications on a timely
basis or at all; other difficulties or delays in development, testing, manufacturing and marketing
of and obtaining regulatory approval for CoFactor® or Adventrx’ other product candidates; the
results of pending clinical trials for CoFactor® or Adventrx’ other product candidates; unexpected
adverse side effects or inadequate therapeutic efficacy of CoFactor® or Adventrx’ other products
that could delay or prevent regulatory approval or commercialization, or that could result in
recalls or product liability claims; the scope and validity of patent protection for CoFactor® and
Adventrx’ other product candidates; the market potential for fluoropyrimidine biomodulators and
other target markets, and Adventrx’ ability to compete in those markets; the potential to attract a
strategic partner and the terms of any related transaction; Adventrx’ ability to raise sufficient
capital to meet its anticipated goals and milestones; and other risks detailed in Adventrx’ Annual
Report on Form 10-K, filed with the SEC on March 16, 2006, Adventrx’ Quarterly Report on Form 10-Q,
filed with the SEC on August 9, 2006, and other periodic filings with the SEC. You are cautioned
not to place undue reliance on these forward-looking statements, which speak only as of the date
hereof. All forward-looking statements are qualified in their entirety by this cautionary statement
and Adventrx undertakes no obligation to revise or update the slides attached hereto to reflect
events or circumstances after the date hereof. This caution is made under the safe harbor provisions of
Section 21E of the Securities Exchange Act of 1934.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The list of exhibits called for by this Item is incorporated by reference to the Index to
Exhibits filed with this report.