Current Report Filing (8-k)
October 09 2018 - 8:31AM
Edgar (US Regulatory)
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):
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October
4, 2018
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Adhera
Therapeutics, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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000-13789
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11-2658569
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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4721
Emperor Boulevard, Suite 350
Durham, North Carolina
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27703
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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919-578-5901
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Marina Biotech,
Inc.
17870 Castleton
Street, Suite 250 City of Industry, CA 91748
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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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
5.03
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Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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On
October 4, 2018, Marina Biotech, Inc. (the “Company”) filed a Certificate of Amendment (the “Certificate of
Amendment”) to the Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware
to change the Company’s name from “Marina Biotech, Inc.” to “Adhera Therapeutics, Inc.” The change
of the Company’s name is effective October 9, 2018.
Following
the change of the Company’s name from Marina Biotech, Inc. to Adhera Therapeutics, Inc., the common stock, par value $0.006
per share, of the Company began trading on the OTCQB tier of the OTC Markets under the symbol “ATRX”.
The
new CUSIP number for the common stock following the change of the Company’s name is 00687E 109.
A
copy of the Certificate of Amendment is filed as Exhibit 3.1 hereto.
Item
8.01.
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Other
Matters.
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Address
Change
On
September 10, 2018, the Company entered into a Standard Form Office Lease with ROC III Fairlead Imperial Center, LLC, with respect
to office space located at 4721 Emperor Boulevard, Suite 350, Durham, North Carolina 27703, for a three year term. Starting on
October 1, 2018, the Company’s executive offices have been located at such address. The Company no longer maintains an address
at 17870 Castleton Street, Suite 250, City of Industry, California 91748, as the Master Services Agreement dated as of November
15, 2016 by and between the Company and Autotelic Inc. is being terminated effective October 31, 2018.
Press
Release
On
October 9, 2018, the Company issued a press release regarding the matters described in Item 5.03 above. The press release is attached
hereto as Exhibit 99.1, and is incorporated herein by reference.
Item
9.01.
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Financial
Statements and Exhibits.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
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ADHERA
THERAPEUTICS, INC.
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October
9, 2018
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By:
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/s/
Robert C. Moscato, Jr.
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Name:
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Robert
C. Moscato, Jr.
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Title:
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Chief
Executive Officer
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EXHIBIT
INDEX