8-K: Current report filing
Published on June 12, 2006
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): June 12, 2006 (June 8,
2006)
Rexahn
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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000-50590
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11-3516358
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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9620
Medical Center Drive
Rockville,
Maryland 20850
(Address
of principal executive offices) (Zip code)
(240)
268-5300
(Registrant's
telephone number, including area code)
Not
Applicable
(Former
name or former 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:
¨
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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))
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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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INFORMATION
TO BE INCLUDED IN THE REPORT
Item
1.02. Termination of a Material Definitive Agreement.
The
information set forth in the Current Report on Form 8-K of Rexahn
Pharmaceuticals, Inc. (the “Company”) dated April 24, 2006 is incorporated
herein by reference.
On
June
8, 2006, the Company terminated the agreements entered into with Future Systems,
Inc. (“FSI”) and Core F.G. Co., Ltd., including a share subscription agreement,
an intellectual property assignment and license agreement and a management
agreement, providing for, among other things, the assignment and license
by the
Company to FSI of certain intellectual property rights for the Company's
drug
candidates in specified markets and the acquisition by the Company of an
ownership interest in FSI. The termination follows a vote on the proposed
transactions that was not approved by the FSI shareholders at a meeting in
Seoul, Korea on June 7, 2006. Completion of the transactions was subject
to
customary closing conditions, including approval by FSI
shareholders.
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.
REXAHN
PHARMACEUTICALS, INC.
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(Registrant)
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By
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/s/
Tae Heum Jeong
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Tae
Heum Jeong
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Chief
Financial Officer
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Date:
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June
12, 2006
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