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): December 7, 2007
Celsion Corporation
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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000-14242 |
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52-1256615 |
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(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
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of incorporation) |
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Identification No.) |
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10220-L Old Columbia Road, Columbia, Maryland |
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21046-2364 |
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(Address of principal executive office) |
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(Zip Code) |
Registrant’s telephone number, including area code: (410) 290-5390
N/A
(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):
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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 240.135-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
On December 7, 2007 (the “Agreement Date”), Celsion Corporation (the “Company”) entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Boston Scientific Corporation (the “Seller”) pursuant to which, on December 12, 2007, the Company purchased 659,738 shares of the Company’s common stock at a purchase price of $4.00 per share for an aggregate purchase price of $2,638,592 (the “Repurchase”).
Copies of the Stock Purchase Agreement and the press release announcing the Repurchase are filed as Exhibits 10.1 and 99.1, respectively, to this Current Report on Form 8-K.
Item. 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number |
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Description |
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10.1 |
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Stock Purchase Agreement, dated December 7, 2007, by and between Celsion Corporation and Boston Scientific Corporation |
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99.1 |
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Press Release, dated December 12, 2007, announcing the Stock Purchase Agreement |
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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.
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CELSION CORPORATION |
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Date: December 13, 2007 |
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By: |
/s/ Paul B. Susie |
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Paul B. Susie |
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Interim Chief Accounting Officer |
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Exhibit Number |
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Description |
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10.1 |
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Stock Purchase Agreement, dated December 7, 2007, by and between Celsion Corporation and Boston Scientific Corporation |
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99.1 |
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Press Release, dated December 12, 2007, announcing the Stock Purchase Agreement |
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