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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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 21, 2006
QUESTCOR
PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
| California | 001-14758 | 33-0476164 | ||
| (State or other jurisdiction of | (Commission File Number) | (IRS Employer Identification | ||
| incorporation) | No.) |
| 3260 Whipple Road Union City, California | 94587 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (510) 400-0700
(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 (see General Instruction
A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
On September 21, 2006, the Board of Directors of Questcor Pharmaceuticals, Inc. (the
“Company”), elected David Young, Pharm.D., Ph.D., as a director of the Company. Dr. Young will
serve on the Board of Directors for a term to run until the next election of directors by the
Company’s shareholders.
Dr. Young is currently President of AGI Therapeutics, Inc. Previously, Dr. Young was the
Executive Vice President of the Strategic Drug Development Division of ICON plc, an international
CRO, and founder and CEO of GloboMax LLC, a contract drug development firm purchased by ICON plc in
2003. Prior to forming GloboMax, Dr. Young was an Associate Professor at the School of Pharmacy,
University of Maryland where he held a number of roles including Director of the Pharmacokinetics
and Biopharmaceutics Lab and Managing Director of the University of Maryland-VA Clinical Research
Unit. Dr. Young has represented more than 30 sponsors at the Food and Drug Administration (FDA),
worked on more than 70 drug products, and been involved with more than 30 NDA submissions. Dr.
Young has an extensive background in drug development that includes more than 150 presentations and
authored publications, including formal presentations to the FDA and numerous invited presentations
at scientific meetings. Dr. Young is an expert in 505(b)(2) drug development, having worked on
more than 25 programs in various therapeutic areas including Central Nervous System (CNS) diseases
and disorders.
Item 7.01
Regulation FD Disclosure.
On September 27, 2006, the Company issued a press release announcing the election of Dr. Young
as a director of the Company, a copy of which is attached hereto as Exhibit 99.1 and is
incorporated herein by this reference.
The foregoing information is furnished pursuant to Item 7.01 and shall not be deemed “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liability of that section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by
specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
| (c) | Exhibits. |
| Exhibit No. | Exhibit Description | |
99.1
|
Press release issued by Questcor Pharmaceuticals, Inc., dated as of September 27, 2006. |
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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.
| Questcor Pharmaceuticals, Inc. | ||||||
Date: September 27, 2006
|
By: | /s/ James L. Fares | ||||
| James L. Fares | ||||||
| President and Chief Executive Officer | ||||||
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EXHIBIT INDEX
| Exhibit No. | Exhibit Description | |
99.1
|
Press release issued by Questcor Pharmaceuticals, Inc., dated as of September 27, 2006. |
Exhibit 99.1
FOR IMMEDIATE RELEASE
QUESTCOR
ELECTS DAVID YOUNG, Pharm.D., Ph.D. TO BOARD OF DIRECTORS
Union City, CA – September 27, 2006 — Questcor Pharmaceuticals, Inc. (AMEX:QSC) announced
today that David Young, Pharm.D., Ph.D., has been elected to its Board of Directors. Dr. Young is
currently President of AGI Therapeutics, Inc. Previously, Dr. Young was the Executive Vice
President of the Strategic Drug Development Division of ICON plc, an international CRO, and founder
and CEO of GloboMax LLC, a contract drug development firm purchased by ICON plc in 2003. Prior to
forming GloboMax, Dr. Young was an Associate Professor at the School of Pharmacy, University of
Maryland where he held a number of roles including Director of the Pharmacokinetics and
Biopharmaceutics Lab and Managing Director of the University of Maryland-VA Clinical Research Unit.
Dr. Young has represented more than 30 sponsors at the Food and Drug Administration (FDA), worked
on more than 70 drug products, and been involved with more than 30 NDA submissions. Dr. Young has
an extensive background in drug development that includes more than 150 presentations and authored
publications, including formal presentations to the FDA and numerous invited presentations at
scientific meetings. Dr. Young is an expert in 505(b)(2) drug development, having worked on more
than 25 programs in various therapeutic areas including Central Nervous System (CNS) diseases and
disorders.
“Dr. Young has more than 25 years of experience in the in vitro and in vivo evaluation of
drug products, in the development and optimization of drug delivery systems, in preclinical and
clinical development, and in FDA regulations and submissions. He brings to Questcor a clear record
of success in the critical field of drug development as well as substantial expertise in corporate
strategy and management. We look forward to the value he will add to our company’s strategic
direction and the expertise he can offer as we begin to build a robust product pipeline in the area
of CNS diseases and disorders to complement our growing commercial presence,” said Jim Fares,
President and CEO of Questcor.
About
Questcor — Questcor Pharmaceuticals, Inc.® (AMEX: QSC) is a specialty
pharmaceutical company that develops and commercializes novel therapeutics for the treatment of
neurological disorders. Questcor currently markets H.P. Acthar® Gel (repository
corticotropin injection), an injectable drug indicated for the treatment of exacerbations
associated with multiple sclerosis and Doral® (quazepam) that is indicated for the
treatment of insomnia characterized by difficulty in falling asleep, frequent nocturnal awakenings,
and/or early morning awakenings. For more information, please visit
www.questcor.com.
Note: Except for the historical information contained herein, this press release contains
forward-looking statements that involve risks and uncertainties. Such statements are subject to
certain factors, which may cause Questcor’s results to differ from those reported herein. Factors
that may cause such differences include, but are not limited to, Questcor’s ability to accurately
forecast and create the demand for its products, the gross margin achieved from the sale of its
products, Questcor’s ability to enforce its product returns
policy, the accuracy of the
prescription data purchased from independent third parties by Questcor, the sell-through by
Questcor’s distributors, the inventories carried by Questcor’s distributors, and the expenses and
other cash needs for the upcoming periods, Questcor’s ability to obtain finished goods from its
sole source contract manufacturers on a timely basis if at all, Questcor’s potential future need
for additional funding, Questcor’s ability to utilize its net operating loss carry forwards to
reduce income taxes on the sale of its non-core products, research and development risks,
uncertainties regarding Questcor’s intellectual property and the uncertainty of receiving required
regulatory approvals in a timely way, or at all, and the ability of Questcor to implement its
strategy and acquire products and, if acquired, to market them successfully, as well as the risks
discussed in Questcor’s annual report on Form 10-K for the year ended December 31, 2005 and other
documents filed with the Securities and Exchange Commission. The risk factors and other
information contained in these documents should be considered in evaluating Questcor’s prospects
and future financial performance.
Questcor undertakes no obligation to publicly release the result of any revisions to these
forward-looking statements, which may be made to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
CONTACT INFORMATION:
Eric Liebler
510-400-0740
IR@Questcor.com
510-400-0740
IR@Questcor.com