Form 8-K

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): November 8, 2007

 


MEDICINOVA, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-33185   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 8.01. Other Events.

On November 8, 2007, MediciNova, Inc. (the “Company”) announced that it had withdrawn its proposed public offering of up to 6,000,000 shares of the Company’s common stock. A copy of the press release announcing withdrawal of the proposed offering is included as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

99.1    Press Release dated November 8, 2007

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: November 8, 2007

MEDICINOVA, INC.
By:   /s/ Shintaro Asako
 

Shintaro Asako

Chief Financial Officer

 


EXHIBIT INDEX

EXHIBIT

 

99.1    Press Release dated November 8, 2007

 

Press Release

Exhibit 99.1

 

LOGO

  

CONTACT: Shintaro Asako

Chief Financial Officer

MediciNova, Inc.

Phone: 858-373-1500

E-mail: info@medicinova.com

FOR IMMEDIATE RELEASE

MediciNova Announces Withdrawal of Common Stock Offering

SAN DIEGO, Calif. – November 8, 2007 – MediciNova, Inc., a biopharmaceutical company that is publicly traded on the Nasdaq Global Market (Nasdaq: MNOV) and the Hercules Market of the Osaka Securities Exchange (Code Number: 4875), today announced that it had withdrawn a proposed public offering of up to 6,000,000 shares of its common stock due to general stock market conditions and unusual trading activity in the Company’s stock.

About MediciNova

MediciNova, Inc. is a publicly-traded biopharmaceutical company focused on acquiring and developing novel, small-molecule therapeutics for the treatment of diseases with unmet need with a specific focus on the U.S. market. Through strategic alliances primarily with Japanese pharmaceutical companies, MediciNova is developing a diversified portfolio of clinical and preclinical product candidates, each of which MediciNova believes has a well-characterized and differentiated therapeutic profile, attractive commercial potential and patent assets having claims of commercially adequate scope. MediciNova’s pipeline includes six clinical-stage compounds for the treatment of status asthmaticus, multiple sclerosis, asthma, interstitial cystitis, solid tumor cancers,


Generalized Anxiety Disorder, preterm labor and urinary incontinence and two preclinical-stage compounds for the treatment of thrombotic disorders. MediciNova’s current strategy is to focus it resources on the development and commercialization of two prioritized assets in its development pipeline: MN-221 for the treatment of status asthmaticus, an acute, severe asthma attack, and MN-166 for the treatment of multiple sclerosis. MediciNova will seek to monetize its other product candidates at key value inflection points. For more information on MediciNova, Inc., please visit www.medicinova.com.

Forward-Looking Statements

This press release includes forward-looking statements regarding MediciNova’s financing plans and other matters. Any statement describing MediciNova’s expectations or beliefs is a forward-looking statement, as defined in the Private Securities Litigation Reform Act of 1995, and should be considered an at-risk statement. Such statements are subject to certain risks and uncertainties, including market factors, general economic conditions and other conditions in the financial markets. MediciNova’s forward-looking statements also involve assumptions that, if proven incorrect, would cause MediciNova’s results to differ materially from those expressed or implied by such forward-looking statements. Risks concerning MediciNova’s business are described in additional detail in MediciNova’s Annual Report on Form 10-K for the year ended December 31, 2006, and MediciNova’s other Periodic and Current Reports filed with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and MediciNova undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.