-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HLEYn6CmSFfx4AHNu8Gq1FYFQTqwfsWCN6sIwIYSSKBI11pDi4r6CPo6TmeyT7QC SUNz6HgvmO2BeaypbwVL3Q== 0001144204-10-015093.txt : 20100323 0001144204-10-015093.hdr.sgml : 20100323 20100323122653 ACCESSION NUMBER: 0001144204-10-015093 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20100319 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100323 DATE AS OF CHANGE: 20100323 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QUIGLEY CORP CENTRAL INDEX KEY: 0000868278 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 232577138 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21617 FILM NUMBER: 10698546 BUSINESS ADDRESS: STREET 1: KELLS BUILDING STREET 2: 621 SHADY RETREAT RD CITY: DOYLESTOWN STATE: PA ZIP: 18901 BUSINESS PHONE: 2153450919 MAIL ADDRESS: STREET 1: PO BOX 1349 STREET 2: LANDMARK BLDG, 10 S CLINTON ST CITY: DOYLESTOWN STATE: PA ZIP: 18901 8-K 1 v178272_8k.htm
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 19, 2010

THE QUIGLEY CORPORATION
(Exact name of registrant as specified in its charter)


Nevada
(State or other
jurisdiction of incorporation)
0-21617
(Commission
File Number)
23-2577138
(I.R.S. Employer
Identification No.)
 
Kells Building,
621 Shady Retreat Road, P.O. Box 1349
Doylestown, PA
 
18901
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code: (215) 345-0919


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 7.01 Regulation FD Disclosure.

On March 19, 2010, The Quigley Corporation (the “Corporation”) issued a press release announcing that it will release its fourth quarter and full year 2009 financial results on March 25, 2010, prior to the opening of the stock market, and will host a conference call at 11:00 AM Eastern Time on March 25, 2010.  A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.


The information in this report, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference in any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
     
No.
 
Description
     
99.1
 
Press Release dated March 19, 2010
99.2
 
Press Release dated March 23, 2010
 
 
 

 

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.
 
  The Quigley Corporation  
       
 
By:
/s/ Robert V. Cuddihy, Jr.  
   
Robert V. Cuddihy, Jr.
Chief Operating Officer
 

Date: March 23, 2010
 
 
 

 

EXHIBIT INDEX
     
No.
 
Description
     
99.1
 
Press Release dated March 19, 2010
99.2
 
Press Release dated March 23, 2010
 
 
 

 
 
EX-99.1 2 v178272_ex99-1.htm
The Quigley Corporation To Release Fourth Quarter Results on Thursday March 25th
 
DOYLESTOWN, Pennsylvania – March 19, 2010. The Quigley Corporation (Nasdaq: QGLY) announced today that financial results for the fiscal 2010 fourth quarter, ended December 31, 2009, will be released before the market opens on Thursday, March 25, 2010. An earnings conference call will be held later that morning at 11:00 AM.  Quigley’s Chairman and CEO, Ted Karkus, and COO/CFO Robert Cuddihy will provide a Company overview including a review of activities and fourth quarter and year-end results. There will be a question and answer session following initial remarks.
 
The conference call will be webcast live at http://event.meetingstream.com/r.htm?e=201053&s=1&k=FB759E9EF564864738AF09E742BEC903  at 11:00 AM (EST) on Thursday, March 25, 2010.
 
Participants wishing to ask questions may access the live call by dialing (877) 217-6026 conference ID# 64226162. A replay of the conference call will be available for 90 days on the Company web site at www.quigleyco.com.
 
About The Quigley Corporation

The Quigley Corporation  is a diversified natural health medical science company. It is a leading marketer and manufacturer of the Cold-EEZE® family of lozenges and sugar free tablets clinically proven to significantly reduce the severity and duration of the common cold. Cold-EEZE customers include leading national wholesalers and distributors, as well as independent and chain food, drug and mass merchandise stores and pharmacies. The Quigley Corporation has several wholly owned subsidiaries including Quigley Manufacturing Inc., which consists of an FDA approved facility to manufacture Cold-EEZE lozenges and fulfill other contract manufacturing opportunities, and Quigley Pharma, Inc., which conducts research in order to develop and commercialize a pipeline of patented botanical and naturally derived potential prescription drugs.   For more information visit us at www.Quigleyco.com.
For more information, visit The Quigley Corporation at www.quigleyco.com. 


CONTACT
Media Relations
The Lexicomm Group
Wendi Tush
Wendi@lexicommgroup.com
(212) 794-4531
Lindsey Gardner
Lindsey@lexicommgroup.com
(570) 479-4895

Investor Relations
Ted Karkus
Chairman of the Board, CEO
(215) 345-0919 x0
 
 
 

 
 
EX-99.2 3 v178272_ex99-2.htm
March 23, 2010

THE QUIGLEY CORPORATION AND PHOSPHAGENICS LIMITED FORM JV TO DEVELOP AND MARKET OTC PRODUCTS

Phusion Laboratories LLC to leverage Phosphagenics’ TPM™ platform technology with Quigley’s robust distribution network and OTC market expertise


DOYLESTOWN, Pennsylvania – March 23, 2010. The Quigley Corporation (NASDAQ: QGLY) and Phosphagenics Limited (ASX: POH, OTCQX: PPGNY) today announced the formation of a joint venture to develop a wide range of non-prescription remedies for worldwide distribution and sale.

The joint venture entity is the newly formed Phusion Laboratories LLC.   Phusion combines Phosphagenics’ state-of-the-art science and research team with Quigley’s robust distribution network and OTC market expertise to develop and market powerful OTC products.

The new products will be powered by Phosphagenics’ proprietary, patented TPM™ technology.  TPM™ is a patient-friendly and cost effective system used to deliver proven pharmaceutical and nutraceutical products.  The ability of TPM™ delivery technology to increase the amount and depth of penetration of active molecules into the skin has been compellingly demonstrated in human clinical trials.  It is effective in delivering OTC molecules orally, topically and via inhalation. 

“Phosphagenics’ extraordinary technology lends itself perfectly to delivery of OTC drugs as the inclusion of TPM™ will increase the absorption and efficacy of many OTC active ingredients,” said Quigley CEO Ted Karkus.  “Our signature product Cold-EEZE® has built its reputation and robust distribution network on its uniquely effective delivery system.   We see the world-class scientific research team at Phosphagenics as the perfect partner to help us leverage our existing network and consumer product expertise.”

Harry Rosen, CEO of Phosphagenics, said, “Phosphagenics has invested more than nine years in developing its proprietary TPM™ technology.   Quigley has a proven track record of distributing its OTC lines throughout the US. We see extraordinary OTC products coming out of this joint venture for large markets such as acne treatment and smoking cessation where irritation is a major issue. Our technology has demonstrated that it can deliver products more effectively than other commercial products, while significantly reducing irritation. We believe our partner has an exceptional ability to effectively market and distribute these potential future products.”

“Because we are focusing on OTC drugs, for which no prescription is required, we will avoid the tens of millions of dollars of costs and years of development associated with launching a new prescription drug,” added Mr. Karkus.

Under the terms of the agreement, Quigley and Phosphagenics will each own 50% of Phusion Laboratories, LLC.  Phusion has been granted a worldwide, exclusive, royalty-free license to the TPM™ technology for use in a wide range of non-prescription products, applications and active ingredients.  Quigley will make a one time payment to Phosphagenics of $1 million and the issuance to Phosphagenics of 1.44 million shares of Quigley common stock.

Additionally, Quigley has contributed $500,000 of initial capital and committed up to $2 million toward the initial development and marketing costs of new products for Phusion Laboratories to commercialize.  Phosphagenics will conduct and oversee much of the product development, formulation, testing and other R&D needed by the company.  Quigley will oversee much of the distribution, sales and marketing.
 
 
 

 

Ted Karkus will discuss and answer questions about Phusion Laboratories during Quigley’s earnings conference call later this week on Thursday, March 25th at 11:00am EDT.

About The Quigley Corporation

The Quigley Corporation is a diversified natural health medical science company.  It is a leading marketer and manufacturer of the Cold-EEZE® family of lozenges and sugar free tablets clinically proven to significantly reduce the severity and duration of the common cold. Cold-EEZE customers include leading national wholesalers and distributors, as well as independent and chain food, drug and mass merchandise stores and pharmacies.  The Quigley Corporation has several wholly owned subsidiaries including Quigley Manufacturing Inc., which consists of an FDA approved facility to manufacture Cold-EEZE lozenges and fulfil other contract manufacturing opportunities, and Quigley Pharma, Inc., which conducts research in order to develop and commercialise a pipeline of patented botanical and naturally derived potential prescription drugs.   For more information visit us at www.Quigleyco.com

About Phosphagenics Limited

Phosphagenics is a Melbourne-based, globally driven biotechnology company focused on the discovery of new and cost effective ways to enhance the bioavailability, activity, safety and delivery of proven pharmaceutical and nutraceutical products. The company is commercializing drug delivery applications based on its novel transdermal (drugs administered via skin) TPM – Targeted Penetration Matrix technology. TPM™ is a patient friendly and cost effective system used to deliver proven pharmaceutical and nutraceutical products.
 
Two product targets are advancing through clinical trials, including an insulin patch for diabetics and an oxycodone patch for the relief of chronic pain.

Phosphagenics’ shares are listed on the Australian Securities Exchange (POH) and its ADR – Level 1 program in the US is with The Bank of New York Mellon (PPGNY).

For more information, visit us at www.phosphagenics.com

Forward-Looking Statements

Certain statements in this press release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risk, uncertainties and other factors that may cause the Company's actual performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statement.  Factors that impact such forward-looking statements include, among others, changes in worldwide general economic conditions, changes in interest rates, government regulations, and worldwide competition.
 
 
 

 

For Quigley:                                                                                                                      

Media Relations
The Lexicomm Group
Wendi Tush
Wendi@lexicommgroup.com
(212) 794-4531
Lindsey Gardner
Lgardner651@gmail.com
(570) 479-4895
www.lexicommgroup.com
 
Investor Contact
Ted Karkus
Chairman and CEO
The Quigley Corporation
(215) 345-0919 x 0
 
For Phosphagenics Limited:

Fred Banti, President, Phosphagenics (US)
Phone:  646-706-2155 
 
Investor and Media Contact:
Michael D. Becker, President & CEO
MD Becker Partners LLC
Phone:  267-756-7094 
Email: michael@mdbpartners.com
Web: www.mdbpartners.com
 
 
 

 
 
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