(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
8.01 Other Events.
The Board
of Directors of AVAX Technologies, Inc. (the “Company”), after considering the
various options available to the Company in light of the Company’s financial
circumstances, has approved a plan to deregister the Company's common stock
under the Securities Exchange Act of 1934, as amended. Upon filing a Form 15 on
or about March 30, 2009, the Company's obligation to file certain reports and
forms with the Securities and Exchange Commission (the “SEC”), including Forms
10-K, 10-Q and 8-K, will be suspended immediately. The deregistration and
termination of the Company’s reporting obligations will become effective 90 days
after filing, or such shorter period as the SEC may determine. The Company
reserves the right to postpone or withdraw such filing at any time prior to its
effectiveness without further notice. Although the Company will benefit from
cost savings as a result of the deregistration, its financial difficulties
will remain largely unchanged, and until such time as the Company is able to
obtain additional capital it will continue to operate on a very limited
basis.
The
Company has determined that it is necessary to take these steps in order to
preserve its limited remaining financial resources for the operation of its
business. The Company is currently negotiating to raise additional capital or
secure revenue sources to fund current operations. However, at this time there
can be no assurance that the Company will successfully obtain the required
capital or revenues, or, if obtained, the amounts will be sufficient to fund
ongoing operations in 2009 or thereafter. The inability to secure additional
capital will have a material adverse effect on the Company, including the
possibility that the Company would have to sell a portion or all of its assets,
cease operations or seek bankruptcy relief.
In addition, due to
the current financial circumstances of the Company, the Board of
Directors has decided to temporarily suspend enrollment for its ongoing Phase
III Registration, MVALDI trial, M-VAX, for Stage IV melanoma
patients.
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 thereunto
duly authorized.
