8-K: Current report filing
Published on December 26, 2007
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C.20549 |
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FORM
8-K
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CURRENT
REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date
of
Report (Date of earliest event reported): December 26,
2007
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ACCESS
PHARMACEUTICALS, INC.
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(Exact
name of registrant as specified in its charter)
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Delaware
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0-9314
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83-0221517
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(State
or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS
Employer
Identification No.) |
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2600
Stemmons Freeway, Suite 176
Dallas, Texas |
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75207
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's telephone number, including
area code:
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(214)
905-5100
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(Former
name or former address, if changed since last report)
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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):
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/ /
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Written communications pursuant to
Rule
425 under the Securities Act (17 CFR 230.425)
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/ /
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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/ /
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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ITEM
5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL
OFFICERS;
ELECTION OF DIRECTORS;
APPOINTMENT
OF PRINCIPAL OFFICERS.
(a)
Effective December 19, 2007, Stephen R. Seiler resigned as President and
Chief
Executive Officer of the Company and concurrently resigned from the Company's
Board of Directors.
(b)
On
December 26, 2007, the Company announced that Jeffrey B. Davis, 44, has been
named by the Board of Directors as the Company's Chief Executive Officer
effective as of December 26, 2007.
Mr.
Davis
became a director in March 2006. Mr. Davis is Chairman of the Board, member
of
the Executive Committee and a Chairman of the Compensation Committee of the
Board. Mr. Davis currently serves as President of SCO Financial Group LLC.
Previously, Mr. Davis served in senior management at a publicly traded
healthcare technology company. Prior to that, Mr. Davis was an investment
banker
with various Deutsche Bank banking organizations, both in the U.S. and Europe.
Mr. Davis also served in senior marketing and product management positions
at
AT&T Bell Laboratories, where he was also a member of the technical staff,
and at Philips Medical Systems North America. Mr. Davis is currently on the
board of MacroChem Corporation, Uluru, Inc. and Virium Pharmaceuticals, Inc.,
a
private biotechnology company. Mr. Davis holds a B.S. in biomedical engineering
from Boston University and an M.B.A. degree from the Wharton School, University
of Pennsylvania.
Mr.
Davis
is a director of Somanta Pharmaceuticals, Inc. On April 19, 2007, we announced
we had entered into an agreement to acquire Somanta Pharmaceuticals, Inc.,
pursuant to the terms of the merger agreement, upon consummation of the
acquisition, Somanta’s preferred and common shareholders will receive an
aggregate of 1.5 million shares of Access’ common stock
SCO
Financial Group is an affiliate of SCO Capital Partners LLC. SCO
Capital Partners LLC previously served as placement agent in conjunction
with
the Company’s issuance of Series A Cumulative Convertible Preferred
Stock. In exchange for its services as placement agent SCO Capital
Partners LLC received a warrant to purchase 100,000 shares of Access common
stock.
ITEM
7.01 REGULATION FD DISCLOSURE
A
copy of
the press release issued by us on December 26, 2007 announcing the appointment
Mr. Davis as Chief Executive Officer is filed as Exhibit 99.1 and is
incorporated by reference.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c)
Exhibits
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Number
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Title
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99.1
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Press
Release dated December 26, 2007 entitled “Access Pharmaceuticals Appoints
Jeffrey B. Davis As CEO”
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SIGNATURES
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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.
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ACCESS PHARMACEUTICALS, INC.
(Registrant)
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By:
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/s/ Stephen B. Thompson
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Stephen B. Thompson
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Vice President, Chief Financial
Officer
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Date: December 26, 2007
Exhibit Index
Exhibit No. Description
99.1 Press
release issued
by Access Pharmaceuticals, Inc. dated December 26, 2007.
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