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
September 13, 2007
Date of Report
(Date of earliest event reported)
PRO-PHARMACEUTICALS, INC.
(Exact name of Registrant as specified in its charter)
Nevada 000-32877 04-3562325
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation or
organization)
7 Wells Avenue
Newton, Massachusetts 02459
(Address of principal executive offices) (Zip code)
(617) 559-0033
(Registrant's telephone number, including area code)
(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:
[_] 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 8.01. Other Events, Financial Statements and Exhibits
On September 13, 2007, the Company received notice from American Stock Exchange
("Amex") Staff that the Amex has accepted the Company's plan of compliance and
granted the Company an extension until October 13, 2008 to regain compliance
with the continued listing standards. The Company will be subject to periodic
review by Amex Staff during the extension period. Failure to make progress
consistent with the plan or to regain compliance with the continued listing
standards by the end of the extension period could result in the Company being
de-listed from the American Stock Exchange.
On June 22, 2007, the Company received notice from the Amex Staff indicating
that the Company was below certain of the Amex's continued listing standards due
to losses in two of its last three years with stockholders' equity below $2
million as set forth in Section 1003 (a)(i) of the Amex Company Guide. As
previously announced, the Company was afforded an opportunity to submit a plan
of compliance and presented its plan to the Amex on July 23rd.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 News release of Pro-Pharmaceuticals, Inc. dated September 14, 2007.
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 thereunto duly authorized.
PRO-PHARMACEUTICALS, INC.
By: /s/ Carl L. Lueders
------------------------------
Carl L. Lueders
Chief Financial Officer
Date: September 14, 2007
Exhibit 99.1
Amex Accepts Pro-Pharmaceuticals
Plan of Compliance
NEWTON, Mass.--(BUSINESS WIRE)--Sept. 14,
2007--Pro-Pharmaceuticals, Inc. (Amex: PRW), a company "Advancing
Drugs Through Glycoscience(R)", today announced it received notice
from American Stock Exchange ("Amex") Staff that the Amex has accepted
the Company's plan of compliance and granted the Company an extension
until October 13, 2008 to regain compliance with the continued listing
standards. The Company will be subject to periodic review by Amex
Staff during the extension period. Failure to make progress consistent
with the plan or to regain compliance with the continued listing
standards by the end of the extension period could result in the
Company being de-listed from the American Stock Exchange.
On June 22, 2007, the Company received notice from the Amex Staff
indicating that the Company was below certain of the Amex's continued
listing standards due to losses in two of its last three years with
stockholders' equity below $2 million as set forth in Section 1003
(a)(i) of the Amex Company Guide. As previously announced, the Company
was afforded an opportunity to submit a plan of compliance and
presented its plan to the Amex on July 23rd.
Pro-Pharmaceuticals, Inc. - Advancing Drugs Through
Glycoscience(R)
Pro-Pharmaceuticals, Inc. is engaged in the discovery,
development, and commercialization of therapeutic compounds for
advanced treatment of cancer, liver, microbial, cardiovascular and
inflammatory diseases. The Company's initial focus is the development
of a new generation of anti-cancer treatments using polymers with the
intent of enhancing the safety and efficacy of chemotherapy agents.
The Company's technology also is directed at "rescuing" drugs that
were shelved for toxicity or "half-life" issues; increasing the
solubility of existing drugs, and developing polymers as new chemical
entities. Founded in 2000, the Company is headquartered in Newton,
Mass. Additional information is available at
www.pro-pharmaceuticals.com.
FORWARD LOOKING STATEMENTS: Any statements in this news release
about this or future financings, expectations, plans and prospects for
the Company, including without limitation statements containing the
words "believes," "anticipates," "plans," "expects," and similar
expressions, constitute forward-looking statements as defined in the
"safe harbor" provisions of the Private Securities Litigation Reform
Act of 1995. Such forward-looking statements include statements
regarding the expected closing of the private placement and the
anticipated use of proceeds. Such factors include uncertainties as to
the utility and market for the Company's potential products;
uncertainties associated with pre-clinical and clinical trials of the
Company's product candidates; the Company's limited experience in
product development and expected dependence on potential licensees and
collaborators for commercial manufacturing, sales, distribution and
marketing of its potential products; possible development by
competitors of competing products and technologies; lack of assurance
regarding patent and other protection of its proprietary technology;
compliance with and change of government regulation of the Company's
activities, facilities and personnel; uncertainties as to the extent
of reimbursement for the Company's potential products by government
and private health insurers, uncertainties as to maintaining our
listing on the American Stock Exchange, and the Company's history of
operating losses and accumulated deficit. These forward-looking
statements are based on management's current expectations and are
subject to a number of factors and uncertainties, which could cause
actual results to differ materially from those described in such
statements. More information about those risks and uncertainties is
contained in the Company's quarterly or annual report, Form 8-K and in
the Company's other reports filed with the Securities and Exchange
Commission. While the Company anticipates that subsequent events may
cause the Company's views to change, the Company disclaims any
obligation to update such forward-looking statements.
DAVANAT and Advancing Drugs Through Glycoscience are registered
trademarks of Pro-Pharmaceuticals.
CONTACT: Pro-Pharmaceuticals, Inc.
Anthony D. Squeglia, 617-559-0033
squeglia@pro-pharmaceuticals.com