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
February 14, 2006
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Date of Report (Date of earliest event reported)
VASO ACTIVE PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
Delaware 02-0670926
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(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
001-31925
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(Commission File No.)
99 Rosewood Drive, Suite 260, Danvers, MA 01923
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(Address of principal executive offices including zip code)
(978) 750-1991
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(Registrant's telephone number, including area code)
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))
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This Current Report on Form 8-K is being filed by Vaso Active Pharmaceuticals,
Inc., a Delaware corporation (the "Company"), in connection with the events
described below.
SECTION 8 - OTHER EVENTS
ITEM 8.01 OTHER EVENTS.
LAWSUIT AGAINST ROBINSON & COLE LLP
On February 14, 2006. the Company and BioChemics, Inc., the Company's
largest stockholder, filed a lawsuit in the Connecticut Superior Court, Judicial
District of Hartford, against the law firm of Robinson & Cole LLP. The Company
and BioChemics are seeking damages as a result of harm and losses that they
believe they suffered as a result of advice provided by Robinson & Cole LLP in
connection with the Company's initial public offering in 2003.
Additional information regarding this lawsuit appears in the press release
issued by the Company and BioChemics on February 21, 2006, which is attached as
Exhibit 99.1 to this Report and is incorporated herein by reference.
COMPANY CLASS A COMMON STOCK QUOTATION ON OTC BULLETIN BOARD
Effective as of February 17, 2006, shares of the Company's Class A Common
Stock, par value $0.0001 per share, were approved for quotation on the OTC
Bulletin Board under the symbol "VAPH.ob"
The Company issued a press release announcing this development on February
24, 2006, which is attached as Exhibit 99.2 to this Report and is incorporated
herein by reference.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit 99.1 Press Release, dated February 21, 2006.
Exhibit 99.2 Press Release, dated February 24, 2006.
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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 thereunto duly authorized.
VASO ACTIVE PHARMACEUTICALS, INC.
By: /s/Joseph Frattaroli
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Joseph Frattaroli
Title: Acting Chief Executive Officer,
President and Chief Financial Officer
Dated: February 24, 2006
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