Attached files
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| EX-99.1 - SensiVida Medical Technologies, Inc. | v196938_ex99-1.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): September 17, 2010 (July 11,
2007)
SENSIVIDA
MEDICAL TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
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New
Jersey
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000-07405
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22-1937826
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(State
or other jurisdiction
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(Commission
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(IRS
Employer Identification No.)
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of
incorporation)
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File
Number)
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150
Lucius Gordon Drive, Suite 110
West
Henrietta, NY
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14586
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (585) 413-9080
(Former
name or 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):
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□
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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□
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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□
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)240.14d-2(b))
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□
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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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Item
8.01 Other Events.
On or
about June 16, 2010, the management of the registrant became aware that the
license to a number of City University of New York (“CUNY”) patents held by
Mediscience Technology Corp. ("Mediscience"), the predecessor company to
SensiVida, may have been terminated by CUNY a few years ago. These patents
related to the process of non-invasively detecting cancerous tissue within the
body through native tissue fluorescence spectroscopy. Following investigation by
the Board and management of SensiVida, it was determined that Mediscience’s
license rights to
26 CUNY patents had in fact been terminated three years earlier and that
Mediscience’s fiscal year ended February 29, 2008 Form 10-K misstated the
company’s intellectual property assets. As a result of SensiVida management’s
lack of knowledge of this matter prior to this recent finding, Form 10-K filings
for fiscal years ended February 28, 2009 and 2010 inaccurately listed the CUNY
patents as licensed by the merged company. A list of patents to which SensiVida
no longer has a license from CUNY is set forth on Exhibit 99.1 attached to this
Current Report on Form 8-K and incorporated herein by reference.
Following
the merger of SensiVida Medical Systems, Inc. with Mediscience in March 2009
SensiVida shifted its company strategy to commercialize products using solely
SensiVida Medical Systems’ proprietary technology. The strategy shift was based
on business and technical assessments conducted by third party industry experts,
who, along with management of SensiVida, concluded, on the basis of
multiple factors, including technology readiness, technical risks, market size
and trends, competitive landscape, obstacles to gaining freedom to
operate, product clinical usability, and FDA/regulatory hurdles, that Sensivida Medical
System's technology had significantly greater potential to create
shareholder value than the technology of Mediscience. As a result, since March
2009 SensiVida has focused its product development and commercialization efforts
on minimally-invasive diagnostic devices based on its own proprietary,
microsystems-based technology that automates bio-sensing and data acquisition
while minimizing patient discomfort. SensiVida's innovative technology addresses
a number of significant unmet market needs such as painless allergy skin
testing, automated glucose monitors, blood coagulation testing, TB testing and
cholesterol monitoring.
Although
the SensiVida Board does not wish to diminish the seriousness of this recent
finding, it expects that the financial impact of the CUNY license termination on
the future business success of SensiVida will be minimal for the following
reasons: 1) The audited balance sheets for the Form 10-K filings in 2008, 2009
and 2010 did not attribute any value to the 26 CUNY patents in issue; and 2) as
discussed above, SensiVida’s current business plan and strategy is focused on
development and commercialization of minimally-invasive allergy testing and
glucose monitoring for which SensiVida has a strong IP position independent of
the CUNY patents.
Item
9.01 Exhibits
and Financial Statements.
(d) Exhibits
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99.1 List
of CUNY Terminated Patent Licenses
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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 thereunto
duly authorized.
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Date:
September 17, 2010
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SensiVida
Medical Technologies, Inc.
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By:
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/s/
Jose Mir
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Jose
Mir
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President
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