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): January 9, 2006
MEDICINOVA, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-51133 | 33-0927979 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
4350 La Jolla Village Drive, Suite 950
San Diego, CA 92122
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (858) 373-1500
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. |
On January 9, 2006, the Board of Directors of the Registrant appointed Jeff Himawan, Ph.D., to the Board of Directors of the Registrant. Dr. Himawan brings to the Registrant a broad range of expertise developed by more than 15 years of experience as a scientist, entrepreneur and venture capitalist. Dr. Himawan has led investments in, and currently also serves on the boards of, Symphogen, Iomai and Light Sciences Oncology. Dr. Himawan joined Essex Woodlands Health Ventures as a Managing Director in 2001. One of the investment funds that Essex Woodlands Health Ventures manages is currently a significant holder of the Registrant’s common stock. Prior to joining Essex Woodlands Health Ventures, Dr. Himawan was Managing Director and Co-founder of Seed-One Ventures, where he managed the early corporate development of Elusys Therapeutics and Sensatex. Prior to Seed-One, he was a scientist in academic and industrial settings. Dr. Himawan holds a B.S. in biology from the Massachusetts Institute of Technology and a Ph.D. in biological chemistry and molecular pharmacology from Harvard University.
| Item 8.01 | Other Events. |
On January 12, 2006, the Registrant announced the appointment of Jeff Himawan to its board of directors.
Attached as Exhibit 99.1 hereto and incorporated herein by reference in its entirety is the press release issued by the Company on January 12, 2006.
| Item 9.01 | Financial Statements and Exhibits. |
(c) Exhibits.
| Exhibit |
Description | |
| 99.1 | Press Release issued January 12, 2006. |
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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.
Dated: January 13, 2006.
| MEDICINOVA, INC. | ||
| By: |
/s/ Shintaro Asako | |
| Shintaro Asako | ||
| Vice President, Accounting and Administration | ||
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EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release issued January 12, 2006. | |
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Exhibit 99.1
 |
CONTACT: Shintaro Asako MediciNova, Inc. Phone: 858-373-1500 E-mail: asako@medicinova.com |
FOR IMMEDIATE RELEASE
MediciNova, Inc. Appoints Jeff Himawan
To Its Board of Directors
SAN DIEGO, Calif. –January 12, 2006 — MediciNova, Inc., a specialty pharmaceutical company that is publicly traded on the Hercules Market of the Osaka Securities Exchange (Code number: 4875), today announced the appointment of Jeff Himawan, Ph.D. to its Board of Directors. Dr. Himawan is a Managing Director at Essex Woodlands Health Ventures.
“We are extremely pleased and fortunate to add someone with Dr. Jeff Himawan’s experience to our Board of Directors,” said Yuichi Iwaki, M.D., Ph.D., Executive Chairman and Acting Chief Executive Officer.
“MediciNova has six clinical programs in development, four of which are in Phase II clinical trials. We just recently received positive results from our first Phase II program; MN-001 for the treatment of asthma. With the addition of Dr. Himawan to our Board, we have strengthened significantly our ability to successfully develop our compounds. At the same time, Jeff brings a wealth of business specific knowledge to our Board, and we take his decision to join our Board of Directors as a vote of confidence in our Company. We look forward to adding Dr. Himawan’s expertise to our efforts to develop our products and business relationships.”
At Essex Woodlands, Dr. Himawan has led several of the firms’ investments in the biotechnology arena, including an investments in Symphogen (a Danish-based company with a novel, antibody-producing platform technology), Iomai (a company with a method of delivering vaccines through the skin), Light Sciences Oncology (a company focused on the development of Light Infusion Technology™ for the treatment of solid tumors), and MediciNova. Prior to joining Essex Woodlands, Dr. Himawan was co-founder and Managing Director of Seed-One Ventures (Seed-One), a venture capital firm that specializes in the initial formation, financing, and early operational development of technology-based companies. At Seed-One, Dr. Himawan created and managed several early-stage companies including Elusys Therapeutics, a New Jersey-based biotechnology company. Prior to his experiences at Seed-One ventures, Dr. Himawan was a bench scientist with basic research experience in both industrial and academic settings. Dr. Himawan holds a B.S. degree in biology from the Massachusetts Institute of Technology and obtained a Ph.D. degree in biological chemistry and molecular pharmacology from Harvard University.
About MediciNova
MediciNova, Inc. is a publicly traded specialty pharmaceutical company focused on accelerating the global development and commercialization of innovative pharmaceutical products. MediciNova’s pipeline, which includes several compounds in clinical testing, targets a variety of prevalent medical conditions, including premature labor, cancer, asthma, multiple sclerosis and anxiety disorders. For more information on MediciNova Inc., please visit www.medicinova.com.
This press release may contain “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements regarding the long-term growth potential of the company. These statements are based on certain assumptions made by the Company’s management that are believed to be reasonable at the time. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, including results of
clinical studies and other risks and uncertainties, including those described in the Company’s filings with the Securities and Exchange Commission. These assumptions, risks and uncertainties could cause the Company’s actual results to differ materially from those implied or expressed by the forward-looking statements.
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