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
July 14, 2014
Date of Report (Date of Earliest Event
Reported)
IntelGenx Technologies Corp.
(Exact Name of Registrant as Specified in its Charter)
Delaware |
000-31187 |
870299034 |
(State or other jurisdiction of |
(Commission File |
(IRS Employer Identification |
incorporation) |
Number) |
No.) |
6425 Abrams, Ville St- Laurent, Quebec, Canada |
H4S 1X9 |
(Address of principal executive offices) |
(Zip Code) |
Registrant's telephone number, including area code: (514)
331-7440
Check the appropriate box below if the Form 8K fining 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 (17CFR230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17CFR 240.14a -12)
[ ] Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
[ ] Pre-commencement communication pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 1.02. Termination of a Material Definitive Agreement.
On July 14, 2014, Rajiv Khosla resigned as President and Chief
Executive Officer of IntelGenx Technologies Corp. (the Company). Dr. Khoslas
resignation results in the termination of the Memorandum of Agreement (the
Agreement) between IntelGenx Corp, the Companys wholly owned subsidiary, and
Mr. Khosla dated April 23, 2013 and filed with the United States Securities and
Exchange Commission as Exhibit 10.1 to the Companys Quarterly Report on Form
10-Q dated May 14, 2013.
Item 5.02. Departure of Certain Officers; Appointment of
Certain Officers.
Effective July 14, 2014, Dr. Kholsa resigned as the President
and Chief Executive Officer and resigned as a director of the Company. The
Companys Board of Directors accepted Dr. Kholsas resignation. Dr. Kholsas
resignation is not the result of any disputes, claims or issues with the
Company.
Effective July 15, 2014, the Board of Directors of the Company
has appointed Dr. Horst G. Zerbe to serve as the Companys interim President and
Chief Executive Officer until a successor is found.
Dr. Zerbe is the Chairman of the Board, founder, and former
President and CEO of IntelGenx. He retired from the positions of President and
CEO effective December 31, 2013. However, Dr. Zerbe retained an active role in
IntelGenx operations throughout the past six and a half months, providing
expertise in the areas of research and development, and manufacturing.
Dr. Zerbe (67) has more than 30 years experience in the
pharmaceutical industry. Dr. Zerbe retired from the positions of President and
Chief Executive Officer of IntelGenx effective December 31, 2013, which he held
since April 2006. In addition, Dr. Zerbe has served as the President, Chief
Executive Officer and Director of IntelGenx Corp., our Canadian Subsidiary, from
2005 until December 31, 2013. From 1998 to 2005, he served as the president of
Smartrix Technologies Inc. in Montreal; prior thereto, from 1994 to 1998, he was
Vice President of R&D at LTS Lohmann Therapy Systems in West Caldwell, NJ.
Dr. Zerbe has extensive executive level experience, and has been responsible for
many strategic and business initiatives. Dr. Zerbe has been involved in new drug
development and the acquisition and disposition of new drug candidates and other
technology, licensing and distribution matters that are likely to affect our
companys own business efforts. He has published numerous scientific papers in
recognized journals and holds over 30 patents. Dr. Zerbe is married to Ingrid
Zerbe, the Companys Corporate Secretary.
A Search Committee has been formed by the Board of Directors to
begin the search, selection and appointment of a new President and Chief
Executive Officer.
Item 8.01 Other Events.
On July 15, 2014, the Company issued a press release announcing
the resignation. A copy of the press release is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
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.
|
INTELGENX TECHNOLOGIES CORP. |
|
|
Dated: July 15, 2014 |
By: /s/ Horst Zerbe |
|
Horst G. Zerbe |
|
Interim President and Interim Chief |
|
Executive Officer |
Exhibit 99.1
IntelGenx Announces Management
Changes
SAINT LAURENT, QUEBEC, July 15, 2014 - IntelGenx
Technologies Corp. (TSX-V: IGX) (OTCQX: IGXT) (IntelGenx) announced today that
the board of directors (the Board) of IntelGenx has accepted, with immediate
effect, the resignation of Dr. Rajiv Khosla as President and Chief Executive
Officer (CEO) of IntelGenx and as a member of the Board.
Effective immediately, the Board has appointed Dr. Horst G.
Zerbe to serve as IntelGenx interim President and CEO until a successor is
found. A Search Committee has been formed by the Board to begin the search,
selection and appointment of a new President and CEO.
Dr. Zerbe is the Chairman of the Board, founder, and former
President and CEO of IntelGenx. He retired from the positions of President and
CEO effective December 31, 2013. However, Dr. Zerbe retained an active role in
IntelGenx operations throughout the past six and a half months, providing
expertise in the areas of research and development, and manufacturing.
The Board thanks Dr. Khosla for his service and contributions
to the company and wishes him well in his future endeavours
About IntelGenx:
IntelGenx is a drug delivery company focused on the development
of oral controlled-release products as well as novel rapidly disintegrating
delivery systems. IntelGenx uses its unique multiple layer delivery system to
provide zero-order release of active drugs in the gastrointestinal tract.
IntelGenx has also developed novel delivery technologies for the rapid delivery
of pharmaceutically active substances in the oral cavity based on its experience
with rapidly disintegrating films. IntelGenx' development pipeline includes
products for the treatment of indications such as severe depression,
hypertension, erectile dysfunction, migraine, insomnia, CNS indications,
idiopathic pulmonary fibrosis, oncology and pain, as well as animal health
products. More information is available about the company at www.intelgenx.com.
Forward Looking Statements:
This document may contain forward-looking information about
IntelGenx' operating results and business prospects that involve substantial
risks and uncertainties. Statements that are not purely historical are
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933,
as amended. These statements include, but are not limited to, statements about
IntelGenx' plans, objectives, expectations, strategies, intentions or other
characterizations of future events or circumstances and are generally identified
by the words "may," "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," "could," "would," and similar
expressions. All forward looking statements are expressly qualified in their
entirety by this cautionary statement. Because these forward-looking statements
are subject to a number of risks and uncertainties, IntelGenx' actual results
could differ materially from those expressed or implied by these forward looking
statements. Factors that could cause or contribute to such differences include,
but are not limited to, those discussed under the heading "Risk Factors" in
IntelGenx' annual report on Form 10-K for the fiscal year ended December 31,
2013, filed with the United States Securities and Exchange Commission and
available at www.sec.gov, and also filed with
Canadian securities regulatory authorities and www.sedar.com. IntelGenx assumes no obligation to
update any such forward-looking statements.
Each of the TSX Venture Exchange and OTCQX has neither
approved nor disapproved the contents of this press release.
CONTACT:
Paul A. Simmons
Chief Financial Officer
IntelGenx
Technologies Corp.
T: +1 514-331-7440
F: +1 514-331-0436
www.intelgenx.com
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