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
APRIL 20, 2007 (APRIL 17, 2007)
Date of Report (Date of earliest event reported)
DELCATH SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-16133 06-1245881
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
1100 SUMMER STREET
STAMFORD, CT 06905
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (203) 323-8668
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations 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))
ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On April 17, 2007, Delcath Systems, Inc. (the "Company") announced the
resignations on that date of two members of its Board of Directors, Mark A.
Corigliano and Daniel L. Isdaner, effective immediately. The resignation letters
submitted by Messrs. Corigliano and Isdaner did not reference any disagreement
with the Company on any matter relating to the Company's operations, policies
and practices.
A copy of the press release announcing the resignations is attached as
Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
99.1 Press Release entitled "Delcath Systems Announces Board Resignations,"
dated April 17, 2007.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this Current Report on Form 8-K to be
signed on its behalf by the undersigned thereunto duly authorized.
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Dated: April 20, 2007 DELCATH SYSTEMS, INC.
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By: /s/ Richard L. Taney
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Name: Richard L. Taney
Title: Chief Executive Officer
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EXHIBIT INDEX
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EXHIBIT DESCRIPTION
NUMBER
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99.1 Press Release entitled "Delcath Systems Announces Board
Resignations," dated April 17, 2007.
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EX-99.1
EXHIBIT 99.1
[DELCATH LOGO]
DELCATH SYSTEMS ANNOUNCES BOARD RESIGNATIONS
STAMFORD, CONN.--APRIL 17, 2007--Delcath Systems, Inc. (Nasdaq: DCTH) announced
the resignations of two members of its Board of Directors: Mr. Mark A.
Corigliano and Mr. Daniel L. Isdaner, effectively immediately.
Mr. Richard L. Taney, Chief Executive Officer of Delcath, commented: "We thank
Mark and Dan for their service on our Board and are particularly grateful for
their efforts and assistance during our recent management transition. We wish
them continued success in their endeavors."
Mr. Taney added, "We are actively seeking replacements for these open board
positions and look forward to filling them with professionals from within the
medical community or by individuals with public company experience."
ABOUT DELCATH SYSTEMS, INC.
Delcath Systems is a developer of percutaneous perfusion technology for organ or
region-specific delivery of therapeutic and chemotherapeutic agents. The
Company's intellectual property portfolio currently consists of 12 patents on a
worldwide basis, including the United States, Europe, Asia and Canada. For more
information, please visit the Company's website, www.delcath.com.
THIS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS, WHICH ARE SUBJECT TO CERTAIN
RISKS AND UNCERTAINTIES THAT CAN CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM
THOSE DESCRIBED. FACTORS THAT MAY CAUSE SUCH DIFFERENCES INCLUDE, BUT ARE NOT
LIMITED TO, UNCERTAINTIES RELATING TO OUR ABILITY TO SUCCESSFULLY COMPLETE PHASE
III CLINICAL TRIALS AND SECURE REGULATORY APPROVAL OF OUR CURRENT OR FUTURE
DRUG-DELIVERY SYSTEM AND UNCERTAINTIES REGARDING OUR ABILITY TO OBTAIN FINANCIAL
AND OTHER RESOURCES FOR ANY RESEARCH, DEVELOPMENT AND COMMERCIALIZATION
ACTIVITIES. THESE FACTORS, AND OTHERS, ARE DISCUSSED FROM TIME TO TIME IN OUR
FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. YOU SHOULD NOT PLACE UNDUE
RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE
THEY ARE MADE. WE UNDERTAKE NO OBLIGATION TO PUBLICLY UPDATE OR REVISE THESE
FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER THE DATE
THEY ARE MADE.