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): October 30, 2008 (October 27, 2008)
ALSERES PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
| | | | | |
| Delaware | | 0-6533 | | 87-0277826 |
| |
(State or Other Juris-
diction of Incorporation | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | |
| 239 South Street, Hopkinton, Massachusetts | | 01748 |
| |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (508) 497-2360
85 Main Street, Hopkinton, Massachusetts
(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 (seeGeneral Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On October 27, 2008, Alseres Pharmaceuticals, Inc., a Delaware corporation (the “Company”) entered into an extension (the “Extension”) to that certain option agreement (the “Agreement”) with BioAxone Therapeutic Inc., a Canadian corporation (“BioAxone”) pursuant to which the Company was granted an option to amend the License Agreement dated as of December 28, 2006 between the Company and BioAxone, as amended on March 23, 2007.
The Agreement provides that the Company can exercise its option until the earlier of (a) the consummation of a financing transaction that meets certain requirements, as defined in the Agreement, and (b) one hundred eighty days from the effective date of the Agreement (the “Option Period”). Pursuant to the terms of the Extension, the Company and BioAxone agreed to extend the Option Period through November 27, 2008. All other terms of the Agreement remain unchanged.
The foregoing description of the Extension is qualified in its entirety by the full text of the Extension, a complete copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | | |
| Exhibit | | |
| Number | | Description of Exhibit |
| | | |
| 10.1 | | Extension to Option Agreement, dated October 27, 2008, by and between Alseres Pharmaceuticals, Inc. and BioAxone Therapeutic, Inc. |
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.
| | | | | |
| | Alseres Pharmaceuticals, Inc.
| |
| Date: October 30, 2008 | By: | /s/ Kenneth L. Rice, Jr. | |
| | | Kenneth L. Rice, Jr. | |
| | | Executive Vice President, Finance and Administration and Chief Financial Officer | |
| |
EXHIBIT INDEX
| | | |
| Exhibit | | |
| Number | | Description of Exhibit |
| | | |
| 10.1 | | Extension to Option Agreement, dated October 27, 2008, by and between Alseres Pharmaceuticals, Inc. and BioAxone Therapeutic, Inc. |
