8-K 1 form8k.htm URIGEN PHARMA FORM 8-K form8k.htm
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):  December 29, 2009

Urigen Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in its Charter)


Delaware
  
0-22987
  
94-3156660
(State or other jurisdiction of
incorporation)
  
(Commission File Number)
  
(IRS Employer Identification
No.)
 
 
27 Maiden Lane, San Francisco, California
  
94108
(Address of principal executive offices)
  
(Zip Code)
 
 
Registrant’s telephone number, including area code:  (415) 781-0350
 

(Former name or former address, if changed since last report)

Copies to:
Marc Ross, Esq.
Thomas Rose, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32nd Floor
New York, New York 10018
Phone: (212) 930-9700
Fax: (212) 930-9725


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 (see General Instructions A.2. below):

/_/ 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 1.01.     Entry Into a Material Definitive Agreement.
Item 3.02.     Unregistered Sales of Equity Securities

On December 29, 2009 Urigen Pharmaceuticals, Inc. (the “Company”) entered into a Debt Settlement Agreement with the Catalyst Law Group APC (the “Catalyst Group”). Pursuant to the terms of the Debt Settlement Agreement, the Catalyst Group agreed to convert the outstanding amount of $121,341.91, including accrued interest, owed by the Company into 1,213,419 shares of its common stock at a rate of $0.10 per share.

 
Item 9.01.     Financial Statements and Exhibits

Exhibit Number
  
Description
10.1   Form of Debt Settlement Agreement (incorporated by reference to the Registrant’s current report on Form 8-K filed on October 28, 2009)
 
 
 



SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the Undersigned, thereunto duly authorized.
 
 
Urigen Pharmaceuticals, Inc.
  
       
Date: December 31, 2009
By:
/s/ William Garner  
    William Garner, M.D.  
    Chief Financial Officer