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 3, 2010
Icagen, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-34217 | 56-1785001 | ||
(State or Other Juris diction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
4222 Emperor Boulevard, Suite 350 Durham, North Carolina | 27703 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (919) 941-5206
(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 (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 8.01. | Other Events. |
On September 3, 2010, Icagen, Inc. (“Icagen”) issued a press release announcing that its Board of Directors has determined to proceed with the one-for-eight reverse stock split previously approved by its stockholders. Icagen expects to file an amendment to its certificate of incorporation on September 21, 2010 in order to effect the reverse split and to fix on a post-split basis the number of authorized shares of its common stock at 18,750,000. This amendment was approved by Icagen’s stockholders at the company’s annual meeting of stockholders held on June 3, 2010.
A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
See Exhibit Index attached hereto.
SIGNATURE
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.
| ICAGEN, INC. | ||||||
Date: September 3, 2010 | By: | /s/ P. Kay Wagoner | ||||
| P. Kay Wagoner, Ph.D. | ||||||
| Chief Executive Officer and President | ||||||
EXHIBIT INDEX
Exhibit No. | Description | |
| 99.1 | Press Release entitled “Icagen Sets Date for Reverse Split” issued by the company on September 3, 2010 | |
