-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PPXswuk/9dRcIUi7ZbdS23RvE9V0wFUju/qYfisiKrHtOfsO5lJ49bVNGn3YvdGT HX6R9EGMo9w4yfqT4bO32g== 0000950124-06-005742.txt : 20061004 0000950124-06-005742.hdr.sgml : 20061004 20061004161356 ACCESSION NUMBER: 0000950124-06-005742 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060928 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061004 DATE AS OF CHANGE: 20061004 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HELIX BIOMEDIX INC CENTRAL INDEX KEY: 0000831749 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 912099117 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-20897 FILM NUMBER: 061128508 BUSINESS ADDRESS: STREET 1: 22122 20TH AVE SE CITY: BOTHELL STATE: WA ZIP: 98021 BUSINESS PHONE: 425 402 8400 MAIL ADDRESS: STREET 1: 22122 20TH AVE SE CITY: BOTHELL STATE: WA ZIP: 98021 FORMER COMPANY: FORMER CONFORMED NAME: CARTEL ACQUISITIONS INC DATE OF NAME CHANGE: 19890718 FORMER COMPANY: FORMER CONFORMED NAME: CARIBBEAN ACQUISTIONS INC DATE OF NAME CHANGE: 19880725 8-K 1 v24023e8vk.htm FORM 8-K e8vk
 

 
 
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): September 28, 2006
 
HELIX BIOMEDIX, INC.
(Exact name of registrant as specified in its charter)
 
         
DELAWARE   033-20897-D   91-2099117
         
(State or other jurisdiction
of incorporation or organization)
  (Commission
File Number)
  (IRS Employer
Identification No.)
22122 20th Avenue S.E., Suite 148
Bothell, Washington 98021
(425) 402-8400
(Address and telephone number of registrant’s principal executive offices)
 
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))
 
 

 


 

Item 1.01 Entry into a Material Definitive Agreement.
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On September 28, 2006 Helix BioMedix, Inc. (the “Company”) announced that Lori H. Bush has been appointed Chief Operating Officer, a new position at the Company, effective as of October 1, 2006.
Previously, from February 2000 to March 2006, Ms. Bush served in the positions of Vice President, Marketing and later President of Nu Skin, a division of Nu Skin Enterprises, Inc, a company listed on the New York Stock Exchange. Since April 2006, Ms. Bush has been President and a major shareholder of The Gremlin Group, Inc., a health-care consulting company with which she was actively involved before joining the Company. Ms. Bush serves on the board of directors of Matrixx Initiatives, Inc., a company listed on the NASDAQ Stock Market.
The Company entered into an employment letter agreement with Ms. Bush effective as of October 1, 2006 (the “Employment Agreement”). In accordance with the Employment Agreement, Ms. Bush will be paid an annual salary of $250,000 and will be eligible to receive options to purchase up to 250,000 shares of the Company’s common stock, vesting over three years, and options to purchase up to an additional 250,000 shares of the Company’s common stock upon the achievement by the Company of certain milestones. In addition, pursuant to the Employment Agreement, Ms. Bush will be entitled to receive a severance benefit equal to six months of her then-current base monthly salary if her employment with the Company is terminated either by the Company without cause or by Ms. Bush for good reason, as defined in the Employment Agreement.
A copy of the press release announcing the appointment of Ms. Bush as the Company’s Chief Operating Officer is being filed as Exhibit 99.1 hereto and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
     (d) Exhibits.
     
Exhibit No.   Description
99.1
  Press release, dated September 28, 2006, issued by Helix BioMedix, Inc.
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.
         
  HELIX BIOMEDIX, INC.
 
 
Dated: October 4, 2006  By:   /s/ David H. Kirske    
    David H. Kirske   
    Vice President and Chief Financial Officer   
 

 

EX-99.1 2 v24023exv99w1.htm EXHIBIT 99.1 exv99w1
 

EXHIBIT 99.1
(HELIX BIOMEDIX LOGO)
HELIX BIOMEDIX NAMES LORI H. BUSH AS CHIEF OPERATING OFFICER
BOTHELL, Wash., September 23, 2006 — Helix BioMedix, Inc. (OTC Bulletin Board: HXBM) today announced that Lori H. Bush, a 25-year veteran of the medical and consumer health and beauty industries, has been named Chief Operating Officer, a new position at the Company. Her focus will be the commercialization of the Helix BioMedix portfolio of cosmeceutical and pharmaceutical peptide technologies.
Prior to joining Helix BioMedix, Ms. Bush was President of Nu Skin, the $500 million personal care products division of Nu Skin Enterprises. In this role, Ms. Bush acted as a global spokesperson for their multi-national, direct-sales brand while leading their marketing, operations, and research and development functions. As a member of their executive committee, Ms. Bush was instrumental in developing Nu Skin Enterprises’ growth strategy while strengthening core competencies in the areas of marketing and product development. She continues to chair Nu Skin’s Professional Advisory Board. From 1993 to 2000, Ms. Bush held several leadership positions within the skin care franchise of the Johnson & Johnson Consumer Products Companies. As Worldwide Executive Director, Skin Care Ventures, Ms. Bush launched an incubator initiative in support of Johnson & Johnson’s portfolio of skin care brands. The mandate of this initiative was the identification, assessment and development of new product and business opportunities. She also held the position of Vice President, Professional Marketing for Neutrogena for the first five years of her tenure with Johnson & Johnson.
“The commercialization of our skin care peptides is the single highest priority facing Helix BioMedix at present,” according to R. Stephen Beatty, President and Chief Executive Officer. “As a company, we welcome the seasoned leadership that Lori will bring to our efforts in that area, and we expect that her industry relationships and prior successes in the skin care marketplace will help us aggressively accelerate our product and partnership initiatives. We are delighted that Lori has decided to join the company.”
“During the past two decades, I have witnessed remarkable evolution in the skin care industry as skin care professionals and consumers have both come to embrace the possibilities associated with advanced ingredients in topically-applied products. The demand for further advancements in this area is not in any way slowing down”, commented Bush. “The more we understand the science of skin, the more important peptides will become in our arsenal of therapies to keep skin looking youthful and healthy. That is why I believe Helix BioMedix is ideally positioned to pave the way for next generation advancement with their technology know-how and their library of peptides. There is enormous promise in the area of peptide technology and, as of today, the skin care industry has a relatively undeveloped perspective on this emerging area of skin science. The research efforts of Helix BioMedix have greatly expanded the understanding, appreciation and application of peptides in skin care. Helix BioMedix has identified peptides with the potential to address acne, aging, inflammation, and a number of other important skin

 


 

care indications. I am looking forward to being part of this dynamic company in fulfilling their mission to bring science-driven skin care innovation to the marketplace.”
About Helix BioMedix
Helix BioMedix, Inc. is a biopharmaceutical company that has a portfolio of issued patents that covers six distinct classes of peptides, covering over 1 million unique peptide sequences. The company’s mission is to become the industry leader in developing and commercializing small proteins known as bioactive peptides. The antimicrobial and wound healing properties of these peptides qualify them for inclusion in a wide range of both pharmaceutical and consumer products. The company is currently focused on the development of selected peptides as topical anti-infectives and in wound healing. Non-pharmaceutical applications being pursued by Helix BioMedix include adjuvants for cosmetics/cosmeceuticals, personal care, plant health, animal health and wide-spectrum biocides. More information about the company and its proprietary peptides can be found on the company’s website at www.helixbiomedix.com.
Important Notice
This press release contains forward-looking statements (statements which are not historical facts) within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements regarding activities, events or developments that the company expects, believes or anticipates may occur in the future, including statements related to our potential growth, product development and commercialization and revenue. A number of factors could cause actual results to differ from those indicated in the forward-looking statements, including the company’s ability to successfully raise additional capital, enter into revenue generating license agreements, continue its research and development efforts, including pre-clinical and clinical studies, and general economic conditions. Additional assumptions, risks and uncertainties are described in detail in our reports and other filings with the Securities and Exchange Commission. Such filings are available on our website or at www.sec.gov. Readers are cautioned that such forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those set forth in the forward-looking statements. The company undertakes no obligation to publicly update or revise forward-looking statements to reflect subsequent events or circumstances.
Investor Relations Contact:
Cameron Associates
Alison Ziegler, 212-554-5469
alison@cameronassoc.com
Company Contact:
David Kirske, CFO
425-402-8400
dkirske@helixbiomedix.com
###

 

GRAPHIC 3 v24023v2402301.jpg GRAPHIC begin 644 v24023v2402301.jpg M_]C_X``02D9)1@`!`0$`8`!@``#__@`<4V]F='=A8?"9AV)L1W9K;8A*65JSI=-/CT0:5%28+BJEQ!-+ M%5K7X71-#B;55T0/7P)[U(DX@H1<21Z*&=T#B]G*>=NM_:@LU2<7-D=P_+V>]!S2_7EO\`'2ZT^),= M=S]S!,?)'?IM#WQ2LY>9I^G3VA=8WCE*YRG+&QC>&_E!3_?/V%?I:PU?$28CB^K$=NA>\NB?YC1Z>\+; MO<&,<]W)<9-R'M)(VO.FODC(:3[^Y6J\]Q ML[;S*7I]11J=Z"^V4P$D12&-VQKUAWKY>R-3'1A]J8,YNC1WEWN'BFKO1N:V ME(JCXR4VZ,T%N",]TDL!#?K5I%+'-&V6)[7L<-AS3L%6XV=I,I>GM%Q?:A9; MCJN=J61KG-'F!K?VKHYS6-+G$!K1LD^`7.G6WI%RK6([=:.Q$=LD:'-*@V,] M3K6Y*KFSOECUS".(NUL;\%U,;;J)UDB@TLQ0R#S'7L`R#OC<"UWU%=[ MMR&A5?9G)$;-;T-GOTIQN]+RFMNZ+F9F]AVP#G-Y>;0&R1K?NGFK&.1LL;9&';7@.! MUX%++/5)=^XSGPB_L^S?\*Y4/#>7XYCX8Q3*O"U*:NVG$(I'9$-+V\@T2-=- MCP6LXKQ4^N]+4\.<-W,1Q1Q%E+$D+HM%@G<4NFE^,$>*9%RCLO072%W-OKOF\%2\0\.\2 M2<=U>)<"<:[L:'HICNN>-DO<2?5'D1XH-JL%\$'R9R/\VL?^JUF$.;=2<<\R MBVUSGE%(O+.70UOFZ[WM57`?#=SAC#VZ=V2%\DUZ6PTQ$D!KM:!V!UZ(*#X5 MN3%?DKB#'2F+/P3B*I&QG.ZRT_G,+1U(Z_WUXJP^"NI1^*HRT-GTR]DI#+>L M._/,N^K#Y?9IB^% M[V`XSMWL7+",-DAVEFJYQ#HYOIL&M:/B.G?[`@T-^.'_`$)YM`PS-+7>1)Y? MO7:S^JR_N.^Q5O%)(X=LD=_J_P"04?A_,?EC&OK2.'I4;"UV_G#N#OQ6LQMP MY,[E)GQ5$,EZ;A%E6/'/?`=\T[7!Q`#MDAO>M;CYX;-"&6N\OB+`&D]_3IU] MJIZ6.SU/'-H1RTF,`([3UG.&S]7BK;&4&8RA'48XO#-[Q,SKOY0QTXKVM,_Q:.:U[2UP#FD:((Z M%46"`K9;)T(3NM$]KF#P82.H'_W@NSOC%,WL]4:^^AE:7.(]P_%2\7C(L97= M&QSI))'64NE!EQ9LY^Q9J.//BX6.#1\XD[(^HE3F^`7/%8*+&7K5A MIV)#J(?09WD?7]BTN6/SIQ,?7JS/B/]#O[U#9)>CXIR M?H5>.8EL?,)'\NO5"M*&/FIY2_/S,,%ES7M`/4.\=J,^AE:^9MWJ7HKF6`T: ME+MC0]BWW.5OZPU>,GXL:4EZ1K_3:\<)!'*(W\VU6U?EE=_AF?_Z*OGQ^4BSI7GBJ")F--Y MH#+-=[3'(.AWL#2]\2.+^&)W.&G.:PD>74+Z,/;NSQRY>TR5D3N9M>%NF;\S MOJ5*S5*3(XJ:K"6M?)K1<>G0@JRR7&;Z2RV977:55_5(?^-OV+(9ES*>7FIU MK#HJMHM-OE;L1$GK[MA:QS)XZ'9P-RDD6$$$,%9D$+`(F-`:!W:750,/5MTJGHMJ1DK8SJ)X) MV6>&_:IZSR[:8]"(BBB(B`B(@(B("(B"GXJ^3MK_`*_Y!8K`3R5\Y4='O;I` MPCS!Z%;7BKY.VO\`K_D%3<(8-W.W*66Z`_0M/C_N_!>OQ93'Q7;R>7&Y>6:; M%$1>1ZQ$1`1$0$1$!$1`1$0$1$!$1`1$0$1$!$1`1$0$1$!$1!%R%-M^H:S_ M`,Q[FEWM`<"?L4EK0QH:T`-`T`/!?45WZTFO>Q$111$1`1$0$1$!$1`1$0$1 )$!$1`1$0?__9 ` end
-----END PRIVACY-ENHANCED MESSAGE-----