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EX-99 - DRAGON PHARMACEUTICAL INC | v179452_ex99.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 31, 2010
DRAGON PHARMACEUTICAL
INC.
(Exact
name of registrant as specified in its charter)
Florida
(State
or Other Jurisdiction of
Incorporation)
|
0-27937
(Commission
File Number)
|
65-0142474
(IRS
Employer
Identification
No.)
|
650
West Georgia Street, Suite 310
Vancouver, British
Columbia
(Address
of Principal Executive Offices)
|
V6B
4N9
(Zip
Code)
|
(604)
669-8817
(Registrant’s
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):
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
x
|
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))
|
1
Section 2 – Financial
Information
Item
2.02 Results
of Operations and Financial Condition
On March 31, 2010, Dragon
Pharmaceutical Inc. (the “Company”) issued a press release announcing its
financial results for the fiscal year ended December 31, 2009. A copy
of the press release is attached hereto as Exhibit 99.
Section 9 – Financial
Statements and Exhibits
Item
9.01 Financial
Statements and Exhibits
Exhibit
No.
|
Exhibit
Description
|
||
99
|
Press release dated
March 31, 2010, titled “Dragon Pharma Reports 2009 Full Year
Financial Results”
|
The
information set forth under Item 2.02 of this Form 8-K and Exhibit 99 attached
hereto is furnished and shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, and shall not be deemed incorporated by
reference in any filing with the Securities and Exchange Commission under the
Securities Exchange Act of 1934 or the Securities Act of 1933, whether made
before or after the date hereof and irrespective of any general incorporation by
reference language in any filing.
Portions
of this report may constitute “forward-looking statements” defined by federal
law. Although the Company believes any such statements are based on
reasonable assumptions, there is no assurance that the actual outcomes will not
be materially different. A number of the matters discussed in this
report that are not historical or current facts deal with potential future
circumstances and developments, in particular, whether and when the transactions
contemplated by the merger agreement will be consummated. The discussion of such
matters is qualified by the inherent risks and uncertainties surrounding future
expectations generally, and also may materially differ from actual future
experience involving any one or more of such matters. Such risks and
uncertainties include: any conditions imposed on the parties in connection with
consummation of the transactions described herein; approval of the merger by our
shareholders; satisfaction of various other conditions to the closing of the
transactions described herein; and the risks that are described from time to
time in our reports filed with the SEC, including our Annual Report on Form 10–K
for the year ended December 31, 2009. This report speaks only as of its date,
and we disclaim any duty to update the information herein. Any such
statements are made in reliance on the “safe harbor” protections provided under
the Private Securities Litigation Reform Act of 1995. Additional
information about issues that could lead to material changes in the Company’s
performance is contained in the Company’s filings with the Securities and
Exchange Commission and may be accessed at www.sec.gov.
2
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.
DRAGON PHARMACEUTICAL
INC.,
a
Florida Corporation
|
|||
Dated: March
31, 2010
|
By:
|
/s/ Maggie Deng | |
Maggie
Deng
Chief
Operating Officer
|
|||
3
EXHIBIT
INDEX
Exhibit
No.
|
Description
|
|
99
|
Press release dated
March 31, 2010, titled “Dragon Pharma Reports 2009 Full Year
Financial Results”
|
4