-----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, IgD7HI8ByV8WD/voDUUhHpCaklWa+9y5bOji1ZTCr1nUSj9SOiGjAdgXyVg3V4Ax 9Gighqb4qVc6Q0DmBwpqZw== 0001193125-05-139552.txt : 20050708 0001193125-05-139552.hdr.sgml : 20050708 20050708144743 ACCESSION NUMBER: 0001193125-05-139552 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050701 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050708 DATE AS OF CHANGE: 20050708 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOSTON LIFE SCIENCES INC /DE CENTRAL INDEX KEY: 0000094784 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 870277826 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-06533 FILM NUMBER: 05945573 BUSINESS ADDRESS: STREET 1: 20 NEWBURY STREET STREET 2: 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6174250200 MAIL ADDRESS: STREET 1: 20 NEWBURY STREET STREET 2: 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: GREENWICH PHARMACEUTICALS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: STRATEGIC MEDICAL RESEARCH CORP /DE DATE OF NAME CHANGE: 19790521 8-K 1 d8k.htm FORM 8-K Form 8-K

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): July 8, 2005 (July 1, 2005)

 


 

BOSTON LIFE SCIENCES, INC.

(Exact Name of Registrant as Specified in Charter)

 


 

Delaware   0-6533   87-0277826
(State or Other Jurisdiction of Incorporation   (Commission File Number)  

(IRS Employer

Identification No.)

 

20 Newbury Street, 5th Floor, Boston, Massachusetts   02116
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (617) 425-0200

 

 

(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):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

On July 8, 2005, Boston Life Sciences, Inc. (the “Company”) issued a press release announcing that it had appointed Kenneth L. Rice, Jr. as Executive Vice President, Finance and Administration and Chief Financial Officer of the Company. A copy of this Press Release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Mr. Rice’s appointment as Executive Vice President, Finance and Administration and Chief Financial Officer is effective as of July 1, 2005. In June 2005, Mr. Rice served as a part-time consultant to the Company. From April 2001 to June 2005, Mr. Rice, age 51, served as Vice President, Chief Financial Officer, Chief Commercial Officer and Secretary of Aderis Pharmaceuticals, Inc., a privately-held biopharmaceutical company. From August 1999 through March 2001, Mr. Rice served as Vice President and Chief Financial Officer of MacroChem Corporation, a publicly-traded drug delivery company.

 

As Executive Vice President, Finance and Administration and Chief Financial Officer, Mr. Rice’s base salary will be $275,000 and he will be eligible for a bonus of up to 25% of his base salary if certain performance goals are achieved. Mr. Rice will be granted an option to purchase 300,000 shares of the Company’s common stock, of which 100,000 shares are immediately vested and exercisable and the remaining 200,000 shares will vest monthly in equal installments over three years. The exercise price of these options will be $3.25 per share. Mr. Rice will also be entitled to nine months severance in the event that he is terminated in certain circumstances. The Company is in the process of negotiating the terms of an employment agreement with Mr. Rice that will contain additional terms concerning Mr. Rice’s employment, including terms relating to his compensation, options and severance.

 

Mr. Joseph P. Hernon stepped down as Chief Financial Officer on July 1, 2005 with Mr. Rice’s appointment as Chief Financial Officer. Mr. Hernon will remain Vice President and Secretary of the Company.

 

Item 9.01. Financial Statements and Exhibits.

 

  (c) Exhibits

 

See Exhibit Index attached hereto.


SIGNATURE

 

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.

 

        Boston Life Sciences, Inc.
Date: July 8, 2005       By:  

/s/ Mark Pykett


            Mark Pykett


EXHIBIT INDEX

 

Exhibit No.

 

Description


99.1   Press release issued by the Company on July 8, 2005.

 

 

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

 

Boston Life Sciences Names Kenneth L. Rice Jr. as Chief Financial Officer

 

BOSTON—July 8, 2005—Boston Life Sciences, Inc. (NASDAQ: BLSI) today announced that Kenneth L. Rice, Jr., JD, LLM, MBA has been appointed Executive Vice President of Finance & Administration, Chief Financial Officer and In-House Counsel effective July 1, 2005.

 

Peter Savas, BLSI’s Chairman and CEO, commented, “I am pleased that Ken has joined BLSI’s executive management team. Ken’s relationships in the life sciences market coupled with his expertise in finance, commercial development, corporate governance and business law will help us achieve our business plan.”

 

Savas went on to say, “We thank Joe Hernon for his contributions to BLSI throughout the last eight years. Joe’s financial and administrative efforts played an important role in BLSI’s early development. For the past nine months he has worked diligently with me to successfully restructure the capitalization of the Company. We appreciate his continued assistance in the near term to ensure a smooth transition.”

 

Mr. Rice brings over 25 years of experience in life sciences related businesses. Most recently, Mr. Rice served as V.P., Chief Financial Officer and Chief Commercial Officer of Aderis Pharmaceuticals, a privately-held biopharmaceutical company. Mr. Rice previously held executive positions with MacroChem Corporation, Pentose Pharmaceuticals, Unisyn Technologies, Zymark Corporation and Millipore Corporation. Mr. Rice earned his LLM Taxation from Boston University Law School, his Juris Doctor Cum Laude from Suffolk University Law School and his MBA and BS/BA from Babson College.

 

Boston Life Sciences, Inc. (BLSI) is a biotechnology company primarily focused in the research and clinical development of biopharmaceutical products for the diagnosis and treatment of central nervous system, or CNS, diseases.

 

Statements in this press release regarding management’s future expectations, beliefs, goals, plans or prospects may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company’s actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including those factors contained in the Company’s Quarterly Report on 10-Q for the quarter ended March 31, 2005, filed with the Securities and Exchange Commission under the section “Risk Factors,” as well as other documents that may be filed by Boston Life Sciences from time to time with the Securities and Exchange Commission. As a result of such risks, the Company’s actual results may differ materially from the results discussed in or implied by the forward-looking statements contained herein. Forward-looking statements include statements regarding Boston Life Sciences’ expectations, beliefs, intentions or strategies regarding the future and can be identified by forward-looking words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “will” and “would” or similar words. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


Our logo, trademarks, and service marks are the property of Boston Life Sciences, Inc. All other trade names, trademarks, or service marks are property of their respective owners and are not the property of Boston Life Sciences, Inc.

 

CONTACT:    Boston Life Sciences, Inc.
     Sharon Correia 508-497-2360 ext 224
     scorreia@bostonlifesciences.com
-----END PRIVACY-ENHANCED MESSAGE-----