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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 26, 1997
INNOVIR LABORATORIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-21972 13-3536290
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
510 EAST 73RD STREET, NEW YORK, NY 10021
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 249-4703
NOT APPLICABLE
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On September 26, 1997, Innovir Laboratories, Inc. issued the press release
filed herewith as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) FINANCIAL STATEMENTS
No financial statements are required to be filed as a part of this
report.
(b) PRO FORMA FINANCIAL INFORMATION
No pro forma financial information is required to be filed as a part
of this report.
(c) EXHIBITS
99. Press release, dated September 26, 1997.
All other Items of this report are inapplicable.
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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.
INNOVIR LABORATORIES, INC.
By: /s/ FRANCIS M. O'CONNELL
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Name: Francis M. O'Connell
Title: Chief Financial Officer
Date: October 3, 1997
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EXHIBIT INDEX
Exhibit No. Description
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99 Press release, dated September 26, 1997.
EXHIBIT 99
For Immediate Release Contact: Laura A. Mastrangelo
VIMRX Pharmaceuticals Inc.
302-998-1734
INNOVIR LABORATORIES, INC. ANNOUNCES MANAGEMENT CHANGES
Allan R. Goldberg, Ph.D. Resigns As Chairman and CEO;
Thomas R. Sharpe, Ph.D. Named President and CEO;
David A. Jackson, Ph.D. Named Chairman
NEW YORK, SEPTEMBER 26, 1997 -- Innovir Laboratories, Inc. (NASDAQ: INVR)
announced today the resignation of Allan R. Goldberg, Ph.D. as Chief Executive
Officer and Chairman of the Board of Directors. The Board of Director appointed
Thomas R. Sharpe, Ph.D. as the new President and Chief Executive Officer of
Innovir Laboratories, and to the Board of Directors, effective October 1, 1997.
Additionally, the Board elected David A. Jackson Ph.D. to serve as Chairman of
the Board.
Dr. Goldberg served eight years since co-founding the Company in 1989. He
has elected to step down from his positions to pursue other interests, and will
remain involved in the Company by serving as Senior Scientific Advisor and by
remaining on Innovir's Science Advisory Board.
Prior to his current appointment, Dr. Sharpe served as a consultant to
VIMRX Pharmaceuticals Inc. He formerly served as President and CEO of
OsteoArthritis Sciences, Inc. of Cambridge, Massachusetts, where he provided
overall leadership to the Company, served as a member of the Board of Directors,
and led the research efforts resulting in the discovery of novel approaches for
the treatment of osteoarthritis and wound healing. Previously, Dr. Sharpe spent
more than 25 years in research and development as well as management positions
with The DuPont Company and The DuPont Merck Pharmaceutical Company, serving
most recently as the Senior Director of Chemical and Physical Sciences of DuPont
Merck. Dr. Sharpe earned his Ph.D. in Organic Chemistry from the University of
Illinois and an A.B. in Chemistry from the University of Evansville in Indiana.
Dr. Jackson is Executive Vice President and Chief Scientific Officer of
VIMRX Pharmaceuticals and has served as a member of the Innovir Board since
January, 1997. "The Board extends its gratitude to Dr. Goldberg for his
contributions and dedication to Innovir Laboratories," said Dr. Jackson. "Allan
has made a significant impact on the formation and development of the Company.
We are pleased he will remain on the team as a scientific advisor and wish him
continued success in all of his new endeavors."
Dr. Jackson continued: "Dr. Sharpe's research and product development
knowledge, coupled with his many years of pharmaceutical industry experience,
make him an excellent choice to lead Innovir and position the Company for long
term success through aggressive development of the Company's technology
portfolio and by securing industry partnerships."
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Page Two/Innovir Laboratories
Innovir Laboratories, Inc. (Nasdaq: INVR), a subsidiary of VIMRX
Pharmaceuticals Inc. (Nasdaq: VMRX), is a biotechnology company that has been
developing technologies based on catalytically interactive oligomers
(oligozymes) both for the treatment and prevention of diseases and also for
pharmaceutical and genomic research. As a research aid, oligozymes hold
potential both to identify how different genes function and to identify and
validate molecular targets for new drug therapies. The Company's technologies
utilize either External Guide Sequences (EGS) oligozymes or RILON(TM)
oligozymes, which inactivate targeted mRNA directly. To complement its
therapeutic and drug target validation programs, Innovir has developed a unique
drug delivery tool called InnoPhor(TM) that makes it possible to target
oligozymes to specific tissues.
The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for certain forward-looking statements. The forward-looking statements
contained in this release are subject to certain risks and uncertainties. Actual
results could differ materially from current expectations. Among the factors
which could affect the Company's actual results and could cause results to
differ from those contained in the forward-looking statements contained herein
are the progress of the Company's research and development and the development
of competing therapies and/or technologies by other companies.
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NOTE TO INVESTORS AND EDITORS: Innovir's press releases are available
on the Internet through VIMRX Pharmaceutical Inc.'s web site at
www.vimrx.com and through BusinessWire's web site, under the VIMRX
heading, at http://www.businesswire.com. The releases also are
available at no charge through BusinessWire's fax-on-demand service at
800-411-8792.
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