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) February 24, 2005
| Progenics Pharmaceuticals, Inc. | ||||
| (Exact name of registrant as specified in its charter) | ||||
| Delaware | 000-23143 | 13-3379479 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
||
| 777 Old Saw Mill River Road, Tarrytown, New York | 10591 | |||
| (Address of principal executive offices) | (Zip Code) | |||
| Registrant’s telephone number, including area code (914) 789-2800 | ||||
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 Instruction 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))
Section 8 - Other Events
Item 8.01 Other Events
As of February 24, 2005, Progenics Pharmaceuticals, Inc. (the “Company”) and Cytogen Corporation (“Cytogen”), the owners of PSMA Development Company, LLC, a joint venture formed to develop in vivo immunotherapeutic products utilizing prostate-specific membrane antigen (“PSMA”), have not agreed on a work plan and annual budget for 2005. The parties are in the process of negotiating such matters.
The joint venture is funded by equal capital contributions from each of Cytogen and the Company in accordance with an annual budget approved by the joint venture representatives from each such party. The Company cannot give any assurances that agreement will be reached on such matters in the near future, if at all. The failure to reach agreement with Cytogen on these matters could significantly and adversely affect the development of PSMA technologies and products.
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.
PROGENICS PHARMACEUTICALS, INC.
By: /s/ Robert A. McKinney
Robert A. McKinney
Vice President, Finance and Operations
Dated: February 25, 2005