- Current report filing (8-K)
01 Septembre 2010 - 9:38PM
Edgar (US Regulatory)
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): August 31, 2010
MOLECULAR INSIGHT PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
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Massachusetts
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001-33284
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04-0562086
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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160 Second Street, Cambridge, Massachusetts 02142
(Address of Principal Executive Offices, Including Zip Code)
(617) 492-5554
(Registrants Telephone Number, Including Area Code)
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):
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Written communications 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 240.13e-4(c))
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Molecular
Insight Pharmaceuticals, Inc. (the
Company
) previously reported that it entered into a Limited Waiver Agreement with holders of at least a majority of the Companys outstanding Senior Secured Floating Rate Bonds due 2012 (the
Bonds
) and the Bond Indenture trustee and seven extensions thereto, under which the holders of the Bonds and Bond Indenture trustee have agreed to waive the default arising from the inclusion of a going concern
explanatory paragraph in the independent auditors report and other technical defaults under the Bond Indenture until 11:59 PM Eastern Standard Time on August 31, 2010.
On August 31, 2010, the Company received an eighth extension of the waiver pursuant to which the holders of the Bonds and Bond
Indenture trustee have agreed to continue waive the default arising from the inclusion of a going concern explanatory paragraph in the independent auditors report and other technical defaults under the Bond Indenture, and waive any
default arising from the Companys failure to comply with the minimum liquidity requirements set forth in the Bond Indenture, until 11:59 PM Eastern Standard Time on September 8, 2010, subject to earlier termination upon certain
circumstances. During this waiver extension period, the Company will continue discussing with its Bond holders various proposals which generally contemplate, among other things, a deleveraging of the Company through a debt for equity exchange. There
are no assurances, however, that such discussions will be successful. A copy of the press release issued by the Company on September 1, 2010 announcing the receipt of the eighth extension is furnished with this report as Exhibit 99.1 to this
Form 8-K.
The waiver continues to be subject to a number of terms and conditions relating to the Companys provision of
certain information to the Bond holders, among other conditions and matters. In the event that the waiver extension expires or terminates prior to the successful conclusion of the Companys negotiations with Bond holders regarding the
restructuring of the outstanding debt, then the Company will be in default of its obligations under the Bond Indenture and the Bond holders may choose to accelerate the debt obligations under the Bond Indenture and demand immediate repayment in full
and seek to foreclose on the collateral supporting such obligations. If the Companys debt obligations are accelerated or are not restructured on acceptable terms, it is likely the Company will be unable to repay such obligations and may seek
protection under the U.S. Bankruptcy Code or similar relief.
Exhibits 99.1 shall not be deemed filed for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the
Exchange Act
), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the
Company under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01.
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Financial Statements and Exhibits.
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99.1
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Press Release of Molecular Insight Pharmaceuticals, Inc., dated September 1, 2010.
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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, on the
1
st
day of September, 2010.
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MOLECULAR INSIGHT PHARMACEUTICALS, INC.
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By:
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/
S
/ C
HARLES
H.
A
BDALIAN
, J
R
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Name:
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Charles H. Abdalian, Jr.
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Title:
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Chief Financial Officer
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Exhibit Index to Current Report on Form 8-K
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Exhibit
Number
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Exhibit Description
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99.1
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Press Release of Molecular Insight Pharmaceuticals, Inc., dated September 1, 2010.
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