Unassociated Document
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):  March 31, 2010
 
DRAGON PHARMACEUTICAL INC.
(Exact name of registrant as specified in its charter)
 
Florida
(State or Other Jurisdiction of
Incorporation)
  
0-27937
(Commission File Number)
  
65-0142474
(IRS Employer
Identification No.)

650 West Georgia Street, Suite 310
Vancouver, British Columbia
 (Address of Principal Executive Offices)
  
V6B 4N9
(Zip Code)
 
(604) 669-8817
(Registrant’s telephone number, including area code)

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)

x
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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Section 2 – Financial Information

Item 2.02                      Results of Operations and Financial Condition

On March 31, 2010, Dragon Pharmaceutical Inc. (the “Company”) issued a press release announcing its financial results for the fiscal year ended December 31, 2009.  A copy of the press release is attached hereto as Exhibit 99.

Section 9 – Financial Statements and Exhibits

Item 9.01                      Financial Statements and Exhibits
 
 
Exhibit No.
  
Exhibit Description
       
 
99
  
Press release dated March 31, 2010, titled “Dragon Pharma Reports 2009 Full Year Financial Results”

 
The information set forth under Item 2.02 of this Form 8-K and Exhibit 99 attached hereto is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed incorporated by reference in any filing with the Securities and Exchange Commission under the Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the date hereof and irrespective of any general incorporation by reference language in any filing.

Portions of this report may constitute “forward-looking statements” defined by federal law.  Although the Company believes any such statements are based on reasonable assumptions, there is no assurance that the actual outcomes will not be materially different.  A number of the matters discussed in this report that are not historical or current facts deal with potential future circumstances and developments, in particular, whether and when the transactions contemplated by the merger agreement will be consummated. The discussion of such matters is qualified by the inherent risks and uncertainties surrounding future expectations generally, and also may materially differ from actual future experience involving any one or more of such matters. Such risks and uncertainties include: any conditions imposed on the parties in connection with consummation of the transactions described herein; approval of the merger by our shareholders; satisfaction of various other conditions to the closing of the transactions described herein; and the risks that are described from time to time in our reports filed with the SEC, including our Annual Report on Form 10–K for the year ended December 31, 2009. This report speaks only as of its date, and we disclaim any duty to update the information herein.  Any such statements are made in reliance on the “safe harbor” protections provided under the Private Securities Litigation Reform Act of 1995.  Additional information about issues that could lead to material changes in the Company’s performance is contained in the Company’s filings with the Securities and Exchange Commission and may be accessed at www.sec.gov.
 
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SIGNATURE

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.

 
DRAGON PHARMACEUTICAL INC.,
a Florida Corporation
  
     
       
Dated:  March 31, 2010
By:
/s/ Maggie Deng  
   
Maggie Deng
Chief Operating Officer
  
       
       
 
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EXHIBIT INDEX
 
Exhibit No.
  
Description
     
99
  
Press release dated March 31, 2010, titled “Dragon Pharma Reports 2009 Full Year Financial Results”
 
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