SEC Info - Stressgen Biotechnologies Corp

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) April 29, 2005

STRESSGEN BIOTECHNOLOGIES CORPORATION

(Exact name of registrant as specified in its charter)

Yukon	333-12570	None
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

350-4243 Glanford Avenue Victoria, British Columbia V8Z 4B9 Parent of Stressgen Biotechnologies, Inc. 6055 Lusk Boulevard, San Diego, California		92121
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code :	(250) 744-2811
	(858) 202-4900

(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):

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 2.01 Completion of Acquisition or Disposition of Assets.

Completion of Disposition of Assets

On April 18, 2005, Stressgen Biotechnologies Corporation, a Yukon Territories corporation (the “Company”), announced in a Current Report on Form 8-K its entry into a definitive agreement to sell its bioreagents business to Stressgen Bioreagents Corporation, a newly formed Delaware corporation funded by Ampersand Ventures, for approximately C$8.0 million (the “Transaction”). The Transaction was completed on April 29, 2005. As part of the agreement, the Company will provide transitional administrative services, which will provide the Company with additional revenue. The Asset Purchase Agreement describing the Transaction is incorporated herein by reference to the Company’s Current Report on Form 8-K as filed with the Commissioner on April 18, 2005.

Item 9.01(b) Pro Forma Financial Information.

As permitted by Item 9.01(b)(2) of Form 8-K, the Company will, if required, file the financial information required by Item 9.01(b)(1) of Form 8-K pursuant to an amendment to this Current Report on Form 8-K not later than seventy-one (71) calendar days after the date this Current Repot on Form 8-K must be filed.

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.

	Stressgen Biotechnologies Corporation


Date: May 5, 2005	By:	/s/ Gregory M. McKee
		Gregory M. McKee President and Chief Executive Officer

This ‘8-K’ Filing	Date	Other Filings

Filed on:	5/5/05
For Period End:	4/29/05
	4/18/05	8-K
		List all Filings

Stressgen Biotechnologies Corp – ‘8-K’ for 4/29/05

On: Thursday, 5/5/05, at 3:54pm ET · For: 4/29/05 · Accession #: 1104659-5-20813 · File #: 333-12570

Previous ‘8-K’: ‘8-K’ on 4/18/05 for 4/12/05 · Latest ‘8-K’: This Filing

Current Report — Form 8-K
Filing Table of Contents

This is an HTML Document rendered as filed. [ Alternative Formats ]