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 reported event): April 30, 2007
GEOPHARMA, INC.
(Exact name of registrant as specified in charter)
| Florida | 001-16185 | 59-2600232 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 6950 Bryan Dairy Road, Largo, Florida | 33777 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (727) 544-8866
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| ITEM 1.02 | Termination of a Material Definitive Agreement. |
On April 30, 2007, the Company received its final executed agreement representing the mutual termination of its Pharmacy Benefit Management and Services Agreement with AMERIGROUP New York, LLC, (the “Agreement”). Under the Agreement, the Company managed AMERIGROUP’s health care plan members and administered the members’ related pharmacy claims through an additional Service Agreement with Pharmacy Data Management, Inc. d/b/a/ Pharmacy BenefitDirect. All agreements terminate effective May 15, 2007.
The Company issued a press release on May 1, 2007. The Agreement and a copy of the press release are filed herewith as Exhibit 99.1 and 99.2.
ITEM 9.01 Financial Statements and Exhibits
(a) Financial Statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits. The following documents are filed as exhibits to this report:
| 99.1 | Termination Agreement | |
| 99.2 | Press release issued May 1, 2007 |
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 authorize
| GEOPHARMA, INC. | ||||||
| Date: May 3, 2007 | /s/ Mihir K. Taneja | |||||
| Mihir K. Taneja, | ||||||
| Chief Executive Officer | ||||||
/s/ Carol Dore-Falcone | ||||||
| Carol Dore-Falcone, | ||||||
| Vice President and Chief Financial Officer | ||||||