Inovio Biomedical Corporation (Form: 8-K)  

 

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):   November 30, 2005

Inovio Biomedical Corporation
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 001-14888 33-0969592
_____________________
(State or other jurisdiction 		_____________
(Commission 		______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
11494 Sorrento Valley Road, San Diego, California   92121-1318
_________________________________
(Address of principal executive offices) 		  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (858) 597-6006

Not Applicable
______________________________________________
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:

[  ]  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))

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Item 1.01 Entry into a Material Definitive Agreement.

On November 30, 2005, the registrant, as payee, and Verdas Invest Ltd. ("Verdas"), and Baystar Capital II, L.P. ("Baystar"), each as payors, agreed to extend by fifteen days the due date for payment of that certain promissory note dated January 10, 2005 in the principal amount of $2,430,000 payable to registrant by Verdas and Baystar, respectively (the "Note"). The previous due date under the Note was November 30, 2005 and, as extended, is now December 15, 2005. The Note was one of three of promissory notes delivered to the registrant by Verdas, Baystar and another "Purchaser" on January 10, 2005 in a transaction (the "Transaction") reported by the registrant in its Form 8-K dated and filed with the SEC on January 13, 2005.

As originally reported, the Note from Baystar received by the registrant in the Transaction (including the Note extended as discussed in this Report) is payable, at the election of Baystar, either in cash or with shares of the registrant's Series C Cumulative Convertible Preferred Stock valued at the liquidation preference (as defined in the Certificate of Designations, Rights and Preference of Series C Cumulative Convertible Preferred Stock of the registrant). Except for extending the due date of the Notes, no other changes in the payment or other terms of the Notes was made.

Except for the relationship created by the Transaction, there is no material relationship between the registrant or its affiliates and Verdas or Baystar.





Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Letter agreement dated November 30, 2005 between registrant and Verdas extending due date of the Note.

99.2 Letter agreement dated November 30, 2005 between registrant and Baystar extending due date of the Note.





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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.

         
    Inovio Biomedical Corporation
          
December 6, 2005   By:   /s/ Peter Kies
       
        Name: Peter Kies
        Title: Chief Financial Officer

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Exhibit Index


     
Exhibit No.   Description
 
99.1
  Letter agreement dated November 30, 2005 between registrant and Verdas extending due date of the Note.
99.2
  Letter agreement dated November 30, 2005 between registrant and Baystar extending due date of the Note.