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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 8, 2004
Celsion Corporation
(Exact Name of Registrant as Specified in Charter)
| Delaware | 000-14242 | 52-1256615 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 10220-L Old Columbia Road, Columbia, Maryland | 21046-1705 | |
| (Address of principal executive office) | (Zip Code) |
Registrant’s telephone number, including area code: (410) 290-5390
(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 obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communication 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 240.135-4(c)) |
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Item 8.01 Other Events
Effective September 8, 2004, Dr. William E. Gannon resigned as the Company’s Vice President—Clinical Affairs and Medical Director. At the direction of the Board of Directors, the search for a replacement is ongoing. The Company issued a press release regarding Dr. Gannon’s resignation on September 13, 2004. A copy of that press release is attached as Exhibit 99.1 to this Report on Form 8-K.
On September 13, 2004, the Company issued a press release that it will hold its 2005 Annual Meeting of Stockholders at 10 o’clock a.m. Eastern Time on May 19, 2005. A copy of the press release is attached as Exhibit 99.2 to this Report on Form 8-K
Item 9.01 Financial Statements and Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press release dated September 13, 2004 relating to the resignation of Dr. William Gannon and Vice President—Clinical Affairs and Medical Director. | |
| 99.2 | Press release dated September 13, 2004 announcing the date of the 2005 Annual Meeting of Stockholders of Celsion Corporation | |
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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.
| CELSION CORPORATION | ||||
| Date: September 13, 2004 |
By: | /s/ Augustine Y. Cheung | ||
| President and Chief Executive Officer | ||||
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Exhibit Index
| Exhibit No. |
Description | |
| 99.1 | Press release dated September 13, 2004 relating to the resignation of Dr. William Gannon and Vice President—Clinical Affairs and Medical Director. | |
| 99.2 | Press release dated September 13, 2004 announcing the date of the 2005 Annual Meeting of Stockholders of Celsion Corporation | |
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Exhibit 99.1
 | ||
For Further Information Contact:
| Tony Deasey Celsion Corporation 410.290.5390 tony@celsion.com |
Steve Chizzik Equity Communications 973.912.0980 chizz1@comcast.net |
Jennifer Zimmons Strategic Growth International, Inc. 212.838.1444 info@sgi-ir.com |
CELSION ANNOUNCES RESIGNATION OF VICE PRESIDENT AND MEDICAL DIRECTOR
Columbia, MD – SEPTEMBER 13, 2004: CELSION CORPORATION (AMEX: CLN) today announced the resignation of Dr. William E. Gannon, as the Company’s Vice President—Clinical Affairs and Medical Director. Dr. Gannon has served in those positions since January 2002.
According to Dr. Augustine Cheung, Celsion’s President and Chief Executive Officer, the functions previously performed by Dr. Gannon are being carried out by internal clinical staff and medical consultants.
About Celsion: Celsion Corporation, based in Columbia, Maryland, is a biotechnology based in Columbia, Maryland, is a biotechnology company dedicated to the development and commercialization of treatment systems for cancer and other diseases using focused-heat energy, either administered alone, or in combination with other therapeutic devices, heat-activated genes or heat-activated drugs.
Celsion has research, license or commercialization agreements with leading institutions such as the National Institutes of Health, Duke University Medical Center, Massachusetts Institute of Technology, Harbor UCLA Medical Center, Montefiore Medical Center and Memorial Sloan-Kettering Cancer Center in New York City, Roswell Park Cancer Institute in Buffalo, New York and Duke University. For more information on Celsion, visit our website: www.celsion.com.
Celsion wishes to inform readers that forward-looking statements in this release are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that such forward-looking statements involve risks and uncertainties including, without limitation, unforeseen changes in the course of research and development activities and in clinical trials by others; possible acquisitions of other technologies, assets or businesses; possible actions by customers, suppliers, competitors, regulatory authorities; and other risks detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission
Exhibit 99.2
|
| ||
For Further Information Contact:
| Tony Deasey Celsion Corporation 410.290.5390 tony@celsion.com |
Steve Chizzik Equity Communications 973.912.0980 chizz1@comcast.net |
Jennifer Zimmons Strategic Growth International, Inc. 212.838.1444 info@sgi-ir.com |
CELSION SETS DATE FOR 2005 ANNUAL MEETING
Columbia, MD – September 10, 2004: CELSION CORPORATION (AMEX: CLN) today announced that its 2005 Annual Meeting of Stockholders will be held on Thursday, May 19, 2005 at 10 o’clock a.m. Eastern Time in Columbia, Maryland. The venue and record date for the Meeting, as well as the items to be acted upon, will be determined at a later date, according to Anthony Deasey, Chief Operating Officer.
ABOUT CELSION: Celsion Corporation, based in Columbia, Maryland, is a biotechnology company dedicated to the development and commercialization of treatment systems for cancer and other diseases using focused-heat energy, either administered alone, or in combination with other therapeutic devices, heat activated genes and heat activated drugs.
Celsion has research, license or commercialization agreements with leading institutions such as the National Institute of Health, Duke University Medical Center, Massachusetts Institute of Technology, Harbor UCLA Medical Center, Montefiore Medical Center and Memorial Sloan-Kettering Cancer Center in New York City, Roswell Park Cancer Institute in Buffalo, New York, and Duke University. For more information on Celsion, visit our website: www.celsion.com.
Celsion wishes to inform readers that forward-looking statements in this release are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that such forward-looking statements involve risks and uncertainties including, without limitation, unforeseen changes in the course of research and development activities and in clinical trials by others; possible acquisitions of other technologies, assets or businesses; possible actions by customers, suppliers, competitors, regulatory authorities; and other risks detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission.
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