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): March 26, 2009
Inovio Biomedical Corporation
(Exact name of registrant as specified in its charter)
Delaware |
|
001-14888 |
|
33-0969592 |
(State or other jurisdiction |
|
(Commission |
|
(I.R.S. Employer |
|
|
|
|
|
11494 Sorrento Valley Road, San |
|
92121-1318 |
||
(Address of principal executive offices) |
|
(Zip Code) |
Registrants telephone number, including area code: (858) 597-6006
Not Applicable
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:
x 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.
On December 8, 2008, Inovio Biomedical Corporation (Inovio or the registrant), announced the execution of an amended and restated definitive merger agreement with VGX Pharmaceuticals, Inc. (VGX). On March 26, 2009, VGX issued a press release referencing the pending merger with Inovio and announcing its completion and the results of a Phase I multiple ascending dose (MAD) study involving its lead oral anti-inflammatory compound, VGX -1027, a copy of which press release is filed as Exhibit 99.1 to this report.
Investors of both Inovio and VGX and the public are encouraged to read the relevant pending registration and proxy solicitation-related documents filed with the SEC in relation to the proposed merger between the registrant and VGX because they contain important information about the companies, the proposed merger, the securities to be issued and the expectations for the combined company. The pending joint registration statement/proxy statement filed on Form S-4, as amended, and other merger-related documents are available, without charge, from the SECs web site (www.sec.gov) or can be obtained, free of charge, by requesting such documents, including any items incorporated by reference, from the registrant.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 |
|
Press release dated March 26, 2009 issued by VGX Pharmaceuticals, Inc. |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 26, 2009 |
|
|
|
|
|
|
INOVIO BIOMEDICAL CORPORATION |
|
|
|
|
|
|
|
|
By: |
/s/ Peter Kies |
|
|
Peter Kies, Chief Financial Officer |