- Current report filing (8-K)
August 26 2009 - 4:41PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
August 25, 2009
AVIGEN, INC.
(Exact name of registrant as specified in charter)
Delaware
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000-28272
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13-3647113
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(State or
other jurisdiction of
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(Commission
File Number)
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(I.R.S.
Employer Identification
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incorporation)
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No.)
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1301 Harbor Bay Parkway
Alameda,
California 94502
(Address of principal
executive offices and zip code)
Registrants telephone number, including
area code:
(510) 748-7150
_____________________________
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:
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 7.01 Regulation FD
Disclosure
On August 25, 2009, The Pennsylvania Funds
filed a class action lawsuit in the Superior Court of the State of California,
County of Alameda, purportedly on behalf of the stockholders of Avigen, Inc.,
against Avigen and its directors, alleging that Avigens directors breached
their fiduciary duties to the stockholders of Avigen in connection with the
proposed acquisition of Avigen by MediciNova, Inc. The complaint seeks to enjoin
the defendants from completing the acquisition as currently contemplated.
Avigen and its directors intend to take
all appropriate actions to defend the suit.
It is possible that additional similar
complaints may be filed in the future. If this does occur, Avigen does not
intend to announce the filing of any similar complaints unless they contain
allegations that are substantially distinct from those made in the pending
action.
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.
Date: August
26, 2009
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AVIGEN,
INC.
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By:
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/s/ Andrew A. Sauter
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Andrew A.
Sauter
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Chief
Executive Officer
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