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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): November 8, 1999
HOLLIS-EDEN PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
000-24672 13-3697002
(Commission File No.) (IRS Employer Identification No.)
9333 Genesee Avenue, Suite 200
San Diego, California 92121
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (858) 587-9333
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ITEM 5. OTHER EVENTS.
On November 8, 1999, the Company filed two separate requests for arbitration
with one of its licensors, Patrick T. Prendergast, together with two entities he
is affiliated with, Colthurst Ltd. and Edenland, Inc. The first arbitration
seeks clarification of certain operational issues with respect to roles and
responsibilities set forth in the license agreement covering HE2000 (the
"Colthurst Agreement").
On November 15, 1999, the Company received from Patrick Prendergast and his
company, Colthurst Ltd., a letter purporting to be a notice of termination of
the Colthurst Agreement, claiming that the Company has not complied with certain
terms of the Colthurst Agreement. On November 16, 1999, the Company amended the
first demand for arbitration to add a request for declaratory relief that the
Colthurst Agreement has not been terminated and remains in full force and
effect. The Company strongly denies any grounds for termination of the
Colthurst Agreement.
The second arbitration seeks rescission of both the technology and research and
development agreements with Edenland covering future potential drug candidates
other than HE2000 (the "Edenland Agreements"). In this arbitration, the Company
alleges that the Edenland Agreements should be rescinded based on, among other
things, non-performance on the part of Edenland and misrepresentations made by
Patrick Prendergast at the time the Edenland Agreements were entered into. For
example, Mr. Prendergast represented to the Company that he had obtained a Ph.D.
from Galway University and was qualified to develop potential drug candidates
for the Company. The Company has been informed that Mr. Prendergast does not
hold a doctorate degree from Galway University. The Company has asked Mr.
Prendergast for clarification regarding this issue but has received no response.
The Company is requesting, in addition to consequential and punitive damages,
repayment of over $14 million, which constitutes the consideration paid to
Edenland and Mr. Prendergast in the form of cash and stock with respect to the
Edenland Agreements.
1.
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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.
HOLLIS-EDEN PHARMACEUTICALS, INC.
Dated: November 30, 1999 By: /s/ ERIC J. LOUMEAU
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Eric J. Loumeau
Vice President, Corporate General Counsel
2.
