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 and Exchange Act of 1934
Date of Report (Date of earliest event reported): March 18, 2010
PROLOR BIOTECH, INC.
(Exact Name of Registrant as Specified in Its Charter)
Nevada | 000-52691 | 20-0854033 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
3 Sapir Street Weizmann Science Park Nes-Ziona, Israel 74140 |
(Address of Principal Executive Office) |
Registrant’s telephone number, including area code (866) 644-7811
(Former Name or Former Address, if Changed Since Last Report)
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:
[ ] 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 7.01 Regulation FD Disclosure.
On March 18, 2010, PROLOR Biotech, Inc., a Nevada corporation (the “Company”), issued a press release announcing the consummation of its sale and issuance to private investors of 10,382,975 shares of the Company’s common stock, par value $0.0001 per share, in a private transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(2) thereof and Rule 506 of Regulation D promulgated thereunder. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated by reference in this Item 7.01.
The information contained in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act.
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits. |
Exhibit Number | Description | |
99.1 | Press Release dated March 18, 2010. |
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.
PROLOR BIOTECH, INC. | |
Date:March 18, 2010 | By: /s/ Shai Novik |
Shai Novik | |
President |
EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Press Release dated March 18, 2010. |