MEMY » Topics » Item 8.01 Other Events.

This excerpt taken from the MEMY 8-K filed Dec 24, 2008.

Item 8.01 Other Events.

On December 24, 2008, Memory Pharmaceuticals Corp. (the "Registrant"), issued a press release announcing that the Registrant has dosed the first patient in its Phase 2 clinical study of the effect of R3487/MEM 3454, a nicotinic alpha-7 partial agonist, on electrophysiological biomarkers in patients with schizophrenia. The study will evaluate the effect of four doses of R3487/MEM 3454 on electrophysiological biomarkers (such as P50 sensory gating) that have been shown to be closely associated with schizophrenia. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Dec 19, 2008.

Item 8.01 Other Events.

On December 19, 2008, Memory Pharmaceuticals Corp., (the "Registrant") issued a press release announcing positive results from its Phase 1 program for R4996/MEM 63908, a partial agonist of the nicotinic alpha-7 receptor being developed in collaboration with Roche for cognitive disorders such as Alzheimer’s disease. The Phase 1 program enrolled over 130 subjects and included a single-ascending dose study, a food interaction study, a study in elderly volunteers and a multiple ascending dose study. The compound was generally safe and well-tolerated in all four studies and achieved linear and dose-dependent plasma exposure with a half-life suitable for once-daily oral dosing. A copy of the press release that includes this announcement is attached herto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Dec 18, 2008.

Item 8.01 Other Events.

On December 18, 2008, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that the Registrant enrolled its first patient in a double-blind, randomized, placebo-controlled Phase 2a trial of MEM 1414 in asthma, the Registrant's lead molecule in its PDE4 inhibitor program. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Nov 20, 2008.

Item 8.01 Other Events.

On November 19, 2008, Memory Pharmaceuticals Corp. (the "Registrant") announced that it has achieved the enrollment goal for its Phase 2 trial of R3487/MEM 3454, its lead alpha-7 nicotinic receptor agonist, in cognitive impairment associated with schizophrenia (CIAS). The Registrant reported that it has randomized 212 patients in the Phase 2 trial, triggering a $5.0 million payment from its partner Roche under the terms of the parties Nicotinic Alpha-7 Agonist Agreement. The Registrant reported that it expects to report top-line results from the trial by the end of April 2009. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Oct 27, 2008.

Item 8.01 Other Events.

On October 27, 2008, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing the issuance of U.S. Patent No. 7,429,664, which provides composition of matter patent protection for a series of nicotinic alpha-7 receptor agonists. These include R3487/MEM 3454 and R4996/MEM 63908, which are both being developed in partnership with Roche for the treatment of cognitive disorders such as Alzheimer’s disease and cognitive impairment associated with schizophrenia (CIAS). The term of the patent extends until at least 2025, which does not reflect any potential patent term extensions.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference





This excerpt taken from the MEMY 8-K filed Sep 26, 2008.

Item 8.01 Other Events.

On September 26, 2008, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it has completed its Phase 1 multiple ascending dose study of R4996/MEM 63908 in healthy volunteers. The multiple ascending dose study is the fourth and final study in the Registrant’s Phase 1 program for R4996/MEM 63908, a partial agonist of the nicotinic alpha-7 receptor being developed in collaboration with Roche. The Registrant reported that it expects to report top-line results from the entire Phase 1 program in the fourth quarter of 2008.


A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporate herein by reference.





This excerpt taken from the MEMY 8-K filed Jul 31, 2008.

Item 8.01 Other Events.

On July 30, 2008, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it had presented new preclinical data for MEM 68626, its lead 5-HT6 antagonist drug candidate, at the 2008 Alzheimer's Association International Conference on Alzheimer's Disease (ICAD) in Chicago.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference. A copy of the poster presentation is available in the "Financial & Other Reports" section of the Registrant’s web site at http://www.memorypharma.com.





This excerpt taken from the MEMY 8-K filed May 16, 2008.

Item 8.01 Other Events.

On May 16, 2008, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it presented its progress with several key development programs at its R&D Day meeting with the investment community held on May 16, 2008. The Registrant reported new clinical data for MEM 1414, its lead PDE4 inhibitor, demonstrating the compound’s central nervous system (CNS) activity in humans. In addition, the Registrant reported that it has nominated MEM 68626 as the lead development candidate from its 5-HT6 antagonist program.

- The Registrant reported the results of a clinical study of MEM 1414 on quantitative EEG (qEEG), a biomarker of CNS activity. The randomized, double-blind, placebo-controlled, cross-over study enrolled twelve healthy volunteers and evaluated three doses of MEM 1414 (250, 500 and 750 mg). In the study, the 500 and 750 mg doses produced a statistically significant increase in both the absolute and relative power of the EEG signal in the alpha frequency. In addition, the 250 mg dose produced a strong trend on certain electrodes. Effects were consistent with previous preclinical data and with the pharmacokinetic profile of MEM 1414, and supplement the preclinical data in models of inflammation. In these models, MEM 1414 demonstrated robust anti-inflammatory effects and suppressed cytokine release from human whole blood. Together, this data package supports both pro-cognitive and anti-inflammatory indications and provides guidance for dosing in future clinical trials.

- The Registrant reported that MEM 68626 has been nominated as the lead development candidate in the Registrant’s 5-HT6 antagonist program. MEM 68626 is a novel, potent and selective antagonist of the 5-HT6 receptor, a validated target for the treatment of cognitive disorders. The compound has demonstrated efficacy in multiple preclinical models of cognition and obesity and has a favorable safety and toxicology profile in in vivo studies, with no cardiovascular or genetic toxicity issues. In addition, MEM 68626 has superior pharmaceutical-like properties and the compound’s pharmacokinetic profile suggests the potential for once-daily, oral dosing.

The press release that includes these announcements is attached hereto as Exhibit 99.1 and incorporated herein by reference.






This excerpt taken from the MEMY 8-K filed May 2, 2008.

Item 8.01 Other Events.

On May 2, 2008, Memory Pharmaceuticals Corp. (the "Registrant") announced that Roche has exercised its option to further develop and commercialize the Registrant’s lead nicotinic alpha-7 agonist drug candidate, MEM 3454, for neurological and psychiatric disorders. Roche’s exercise of its option for MEM 3454 triggers a $6 million milestone payment and entitles the Registrant to future payments upon the achievement of additional milestones and royalties on product sales, including a $17 million milestone payment upon the completion of the ongoing Phase 2a study of MEM 3454 in cognitive impairment associated with schizophrenia.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Mar 13, 2008.

Item 8.01 Other Events.

On March 12, 2008, the Registrant also made the following announcements in connection with its new operational focus:

The Registrant announced that it has amended its collaboration agreement with Amgen, which is focused on the development of PDE10 inhibitors for certain neurological and psychiatric disorders, to extend the preclinical research portion of the collaboration. The Registrant has agreed to commit and fund certain preclinical research resources and provide increased access to its screening technologies to the collaboration over the next twelve months. In exchange, the Registrant will receive increased milestone payments upon the achievement of certain predefined development events for the program. In addition, the amendment expanded the scope of compounds eligible for higher tier royalties under the agreement.

The Registrant also announced that it plans to progress MEM 1414 into a Phase 2a trial by the end of 2008. The Registrant’s PDE4 inhibitor program includes MEM 1414, along with MEM 1917 and several backup compounds. The Registrant believes that PDE4 inhibitors could be beneficial in treating a number of cognition-related central nervous system disorders and inflammatory diseases. MEM 1414 has demonstrated efficacy in a broad range of preclinical cognition and anti-inflammatory models. In addition, Phase 1 studies have demonstrated a favorable safety profile for the compound overall and particularly with respect to nausea and vomiting, which has limited the development of other PDE4 compounds.

In addition, the Registrant announced that it plans to advance its 5-HT6 program into clinical trials by the end of 2008. 5-HT6 antagonists are potential treatments for Alzheimer's disease, schizophrenia, attention deficit disorder and obesity. The Registrant has generated a portfolio of novel, potent and selective 5-HT6 antagonists and is evaluating several lead compounds as potential development candidates.

The full text of the Registrant’s press release that includes these announcements and the announcement regarding the Reduction in Force is attached as Exhibit 99.1 to this current report and is incorporated by reference herein. The foregoing description of the Amgen amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the amendment, a copy of which will be filed with the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2007.





This excerpt taken from the MEMY 8-K filed Feb 19, 2008.

Item 8.01 Other Events.

On February 19, 2008, Memory Pharmaceuticals Corp. (the "Registrant"), announced that it plans to conduct a clinical study of MEM 3454, the Registrant's lead nicotinic alpha-7 partial agonist, on two biomarkers of schizophrenia, P50 sensory gating and mismatch negativity, in patients with schizophrenia. The biomarker study, and additional formulation and manufacturing activities for MEM 3454, will be funded by Roche, under the companies’ collaboration for the development of nicotinic alpha-7 receptor agonists.





This excerpt taken from the MEMY 8-K filed Feb 11, 2008.

Item 8.01 Other Events.


On February 5, 2008, certain significant stockholders of the Registrant entered into a Lock-Up Letter Agreement, for the benefit of the Registrant, pursuant to which such stockholders agreed that, for a period of 180 days after the appointment of Mr. Kailian as the Chief Executive Officer of the Registrant, they will not, without the prior written consent of the Registrant, sell or otherwise dispose of or transfer (including without limitation by purchasing any option or contract to sell or granting any option for the sale of) any shares of our common stock, including any shares that they may acquire after the date of such agreement. These stockholders include (i)Venrock Associates, Venrock Associates II, L.P. and Venrock Entrepreneurs Fund, L.P., with which Anthony B. Evnin, one of our directors, is affiliated, (ii) Oxford Bioscience Partners II L.P., Oxford Bioscience Partners (Bermuda) II L.P., Oxford Bioscience Partners (Adjunct) II L.P., Oxford Bioscience Partners (GS-Adjunct) II L.P., Oxford Bioscience Partners IV L.P. and mRNA Fund II L.P., with which Jonathan J. Fleming, our Chairman of the Board, is affiliated, (iii) Biomedical Value Fund, L.P. and Biomedical Offshore Value Fund, Ltd., and (iv) MPM BioVentures IV-QP, L.P., MPM BioVentures IV GmBh & Co. Beteiligungs KG, MPM Asset Management Investors BV4 LLC, MPM Bioequities Master Fund, LP and MPM Bioequities Investors Fund, LLC, with which, with respect to certain of such funds, Mr. Kailian is affiliated.







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.

         
    Memory Pharmaceuticals Corp.
          
February 11, 2008   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: General Counsel


Exhibit Index


     
Exhibit No.   Description

 
10.1
  Amended and Restated Employment Letter Agreement, dated as of February 11, 2008, between David A. Lowe, Ph.D. and the Registrant.
10.2
  Amended and Restated Employment Letter Agreement, dated as of February 11, 2008, between Stephen Murray, M.D., Ph.D. and the Registrant.
10.3
  Amended and Restated Employment Letter Agreement, dated as of February 11, 2008, between Jzaneen Lalani and the Registrant.
10.4
  Amended and Restated Employment Letter Agreement, dated as of February 11, 2008, between Michael Smith and the Registrant.
This excerpt taken from the MEMY 8-K filed Dec 20, 2007.

Item 8.01 Other Events.

On December 20, 2007, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that dosing has commenced in the Phase 2a clinical trial of MEM 3454, the Registrant's lead nicotinic alpha-7 receptor partial agonist, in cognitive impairment associated with schizophrenia. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Nov 2, 2007.

Item 8.01 Other Events.

Item 8.01 Other Events

On November 2, 2007, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing positive top-line data from the randomized, placebo-controlled, multi-center Phase 2a proof-of-concept trial of MEM 3454, the Registrant’s lead nicotinic alpha-7 receptor partial agonist, in 80 patients with mild to moderate Alzheimer's disease over an eight week treatment period. The trial was an exploratory efficacy study to learn about MEM 3454 as a potential treatment for Alzheimer’s disease. The primary endpoint of the trial was the change from baseline in the Quality of Episodic Secondary Memory (QESM) factor score of the Cognitive Drug Research (CDR) battery. There were three oral daily doses of MEM 3454 tested in the trial, 5 mg, 15 mg and 50 mg. The CDR battery was administered at baseline and on six days during the treatment period, at four time points (pre-dosing and 2, 4 and 8 hours post-dosing) each day. For the eight hour post-dose time points over the treatment period, subjects receiving 5 mg and 15 mg of MEM 3454 demonstrated a statistically significant effect on the QESM compared to placebo (p=0.023 and p=0.050, respectively).

Secondary endpoints in the trial included other composite scores from the CDR battery that measure working memory, attention and executive function, and the Alzheimer’s Disease Assessment Scale – cognitive subscale (ADAS-Cog). On secondary CDR battery measures, using all time points combined over the treatment period, the trial showed that the 5 mg and 15 mg doses achieved statistically significant positive results on Quality of Working Memory (p=0.031 and p=0.047). The 15 mg group also demonstrated trends to efficacy on Speed of Memory (p=0.080). Quality of Working Memory is a composite score derived from accuracy measures in the CDR battery that reflect how well subjects can hold information in working memory. The Speed of Memory composite score reflects the time it takes to recall an item from memory. For the ADAS-cog, the 15 mg group showed numeric improvements favoring treatment over placebo. There were two additional secondary endpoints in the study from the CDR battery, Power of Attention and Continuity of Attention, and on these measures the study found no statistically significant differences between treatment and placebo. The 50 mg group also showed no statistically significant differences favoring treatment at any endpoint in the study.

In analyses of QESM at certain other time points, and for all time points combined, the placebo group performed statistically significantly better than the treatment groups due to substantially lower QESM scores at baseline for the placebo group, at the 2 and 4-hour time points, as compared to the treatment groups. After adding a covariate for baseline scores to the statistical model, the MEM 3454 5 mg group demonstrated a statistically significant change from baseline on QESM at all time points combined compared to placebo (p=0.032). The MEM 3454 5 mg and 15 mg dose groups demonstrated statistical significance (p=0.003 and p=0.023, respectively), and the 50 mg dose group demonstrated a trend favoring treatment (p=0.083) for the eight hour post-dose time points on QESM. In addition, the 5 mg and 15 mg dose groups demonstrated a statistically significant effect on Quality of Working Memory, over all time points combined (p=0.006 and p=0.004, respectively). The 5 mg dose group also demonstrated a statistically significant effect on Speed of Memory (p<0.001) over all time points combined.

MEM 3454 was well-tolerated in the trial, with the exception that the number of subjects with constipation was higher in the treatment groups (43%) compared to placebo (5%). There was one treatment-emergent serious adverse event in the 15 mg group, which was deemed not to be treatment-related by the investigator.

A copy of the press release that includes this announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K, and incorporated by reference into this Item 8.01.





This excerpt taken from the MEMY 8-K filed Oct 15, 2007.

Item 8.01 Other Events.

On October 15, 2007, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing top-line data from the multi-center, randomized, double-blind, placebo-controlled Phase 2a study of MEM 1003, a neuronal L-type calcium channel modulator, in Alzheimer’s disease. The trial failed to meet its primary endpoint, which was a twelve-week mean change in the Alzheimer's disease Assessment Scale -- Cognitive subscale (ADAS - cog) score in the overall population.

The negative results were largely driven by an unusually large placebo response in the subgroup of monotherapy subjects. In the subgroup of subjects receiving cholinesterase inhibitors, the change in ADAS-cog favored treatment over placebo, although this difference was not statistically significant. Similarly, in this subgroup, numeric improvements were seen in all of the four secondary endpoints, which included the Mini-Mental State Exam, the Alzheimer’s Disease Cooperative Study – Activities of Daily Living, the Clinician Interview-Based Impression of Change with Caregiver Input and the Neuropsychiatric Inventory.

In addition, the Registrant announced that it now expects to report top-line results from its Phase 2a clinical trial of MEM 3454, its lead nicotinic alpha-7 agonist, in Alzheimer’s disease by the middle of the fourth quarter

A copy of the press release that includes these announcements is attached as Exhibit 99.1 to this Current Report on Form 8-K, and incorporated by reference into this Item 8.01.





This excerpt taken from the MEMY 8-K filed Aug 30, 2007.

Item 8.01 Other Events.

On August 29, 2007, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that dosing has commenced in the single ascending dose study of its Phase 1 clinical program of R4996/MEM 63908.

R4996/MEM 63908 is being developed as part of the Registrant’s nicotinic alpha-7 receptor collaboration with Roche. Under the terms of the Registrant’s agreement with Roche, the initiation of the Phase 1 trial for R4996/MEM 63908 triggers a $2.0 million milestone payment from Roche.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Jul 12, 2007.

Item 8.01 Other Events.

On July 12, 2007, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it has completed enrollment in its Phase 2a trial of MEM 3454 in Alzheimer’s disease. The Registrant expects to report top-line results for this trial in the fourth quarter of 2007.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Apr 5, 2007.

Item 8.01 Other Events.

On April 5, 2007, Memory Pharmaceuticals Corp. (the "Registrant"), issued a press release announcing that it has completed enrollment in its Phase 2a trial of MEM 1003 in Alzheimer’s disease. The Registrant expects to report top-line results for this trial in the fourth quarter of 2007. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Mar 14, 2007.

Item 8.01 Other Events.

On March 13, 2007, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that dosing has commenced in the Phase 2a trial of MEM 3454 in patients with mild to moderate Alzheimer’s disease. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Mar 6, 2007.

Item 8.01 Other Events.

As previously reported on a Current Report on Form 8-K filed on February 16, 2007, Memory Pharmaceuticals Corp. (the "Registrant") called the warrants issued in connection with its 2006 private placement, thereby accelerating the exercise period to March 5, 2007.

Warrants to purchase an aggregate of 7,058,042 shares of common stock were issued in the 2006 private placement at an exercise price of $1.33 per share and included a net exercise provision. All of the warrants were exercised on or before March 5, 2007. The Registrant received gross proceeds of $5,016,991 in connection with the exercise of these warrants and issued an aggregate of 5,402,593 shares of common stock upon their exercise.

As of March 5, 2007, the Registrant has 71,676,919 shares of common stock outstanding.






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.

         
    Memory Pharmaceuticals Corp.
          
March 6, 2007   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: General Counsel
This excerpt taken from the MEMY 8-K filed Mar 5, 2007.

Item 8.01 Other Events.

On March 5, 2007, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing top-line data from the Phase 2a study of MEM 1003 in acute mania in bipolar disorder.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Feb 20, 2007.

Item 8.01 Other Events.

Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it has provided notice to investors in its October 2006 private placement that it is calling the warrants issued in connection with the private placement. These warrants contain a provision that permits the Registrant to accelerate their exercise period if the closing price of the Registrant’s common stock is above $3.00 for 30 consecutive trading days. The warrant holders have until March 5, 2007, to exercise their warrants and if not exercised, the warrants will expire.

Warrants to purchase an aggregate of approximately 7.1 million shares of common stock were issued in the financing at an exercise price of $1.33 per share, of which warrants to purchase approximately 1.1 million shares of common stock remain outstanding.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.

This Current Report on Form 8-K is not an offer to sell or the solicitation of an offer to buy the shares of common stock of the Registrant.





This excerpt taken from the MEMY 8-K filed Jan 11, 2007.

Item 8.01 Other Events.

Memory Pharmaceuticals Corp. (the "Registrant") anticipates commencing a Phase 1 clinical trial for MEM 63908, its second named drug candidate in the Nicotinic Alpha-7 Agonist program, in the second half of 2007.






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.

         
    Memory Pharmaceuticals Corp.
          
January 11, 2007   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs
This excerpt taken from the MEMY 8-K filed Dec 20, 2006.

Item 8.01 Other Events.

On December 18, 2006, the Registrant issued a press release announcing that it had closed the second tranche of its previously announced $32.2 million Private Placement. The second tranche of the Private Placement, which was approved by the Company’s stockholders on December 18, 2006, raised gross proceeds of approximately $5.5 million.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Dec 11, 2006.

Item 8.01 Other Events.

On December 11, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that the U.S. Food and Drug Administration (FDA) has completed its review of the investigational new drug application (IND) for MEM 3454 and has informed the Registrant that the clinical hold on the development of this drug candidate has been released. The Registrant now plans to commence its previously-announced Phase2a clinical trial for MEM 3454 in Alzheimer’s disease during the first quarter of 2007.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Dec 8, 2006.

Item 8.01 Other Events.

On December 7, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it had presented new preclinical data for its lead compounds, MEM 3454 and MEM 1003, at the American College of Neuropsychopharmacology (ACNP) Annual Meeting, held in Hollywood, Florida from December 3-7, 2006.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference. Copies of the poster presentations and slides presented at the meeting are available under the "Events" section on the Investor Relations page of the Registrant’s web site at http://www.memorypharma.com.





This excerpt taken from the MEMY 8-K filed Nov 27, 2006.

Item 8.01 Other Events.

On November 27, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it has completed enrollment in its ongoing Phase 2a trial of MEM 1003 in patients with acute mania in bipolar disorder.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Nov 20, 2006.

Item 8.01 Other Events.

On November 20, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it had earned a milestone payment of $960,000 from the Stanley Medical Research Institute (SMRI) related to the ongoing Phase 2a trial of MEM 1003 in patients with acute mania in bipolar disorder. This first milestone payment under the agreement was triggered by a set of criteria, pre-defined by SMRI, regarding progress of the trial.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Oct 31, 2006.

Item 8.01 Other Events.

On October 31, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that, pursuant to the terms of its Amended and Restated Strategic Alliance Agreement, dated as of February 27, 2006, with F. Hoffman La-Roche Ltd. and Hoffman La-Roche, Inc. (together "Roche"), Roche has elected to maintain its option to obtain an exclusive license for MEM 3454, the lead compound from the Registrant’s nicotinic-alpha-7 receptor agonist alliance, which will result in a $2 million milestone payment to the Registrant.

A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Oct 17, 2006.

Item 8.01 Other Events.

On October 16, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that the U.S. Food and Drug Administration (FDA) has placed the proposed Phase 2a clinical trial for MEM 3454 in Alzheimer’s disease on clinical hold. The FDA advised the Company that in order to fully review the toxicology reports that were submitted with the Registrant’s investigational new drug application (IND) filed in September 2006, the agency requires further explanations of revisions that were made to those reports since they were submitted with the Registrant’s first IND for this trial in May. The FDA has also deferred assessment of the adequacy of the Investigator's Brochure for the trial pending submission of the additional information.
The Registrant also reported that the FDA confirmed that the clinical hold was not related to any manufacturing issues with MEM 3454 and that the potential impurities issue, previously raised by the FDA in connection with the Registrant's first IND for the proposed Phase 2a clinical trial of MEM 3454, had been adequately resolved.
The Registrant believes that no additional studies or data will be required to address the FDA's questions and that, as a result, it should be able to provide to the FDA, by early November, the information necessary to facilitate the FDA's review.
Assuming that following the Registrant’s submission of the information requested by the FDA, the FDA lifts the clinical hold for this trial, the Registrant expects to begin the trial at the end of the year or early in the first quarter of 2007.
The Registrant also reported that on October 16, 2006, it had closed the first tranche of its recently announced private placement of common stock, raising gross proceeds of approximately $26.7 million. The closing of the second tranche, which is expected to raise an additional $5.5 million is subject to stockholder approval and the Registrant intends to call a special stockholders meeting to approve the second tranche as soon as practicable.

A copy of the press release that includes these announcements is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Oct 10, 2006.

Item 8.01 Other Events.

Effective October, 6, 2006, Tony Scullion, who recently joined Leerink Swann & Co as a Managing Director – Investment Banking, submitted his resignation as Chairperson of the Registrant’s Board of Directors. Mr. Scullion will remain a member of the Registrant’s Board of Directors and an employee of the Registrant. Jonathan Fleming, co-founder of the Registrant and a director since the Registrant’s inception, has assumed the position of Chairperson.





This excerpt taken from the MEMY 8-K filed Sep 28, 2006.

Item 8.01 Other Events.

On September 28, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it has achieved a $2.0 million milestone related to its Collaboration and License Agreement for the development of PDE10 inhibitors with Amgen Inc., dated as of October 14, 2005 (the "PDE10 Collaboration"). The achievement of the milestone was triggered by preclinical work on PDE10 inhibitors, which satisfied a set of criteria that was pre-defined by Amgen.

Separately, the Registrant announced that Amgen will increase its research funding commitment for the second year of the PDE10 Collaboration. Under the terms of the PDE10 Collaboration, Amgen committed $3.3 million in research funding over the first twelve months. Amgen is increasing its research funding commitment for the second year of the PDE10 Collaboration to $3.9 million.

A copy of the press release that includes these announcements is attached hereto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
September 28, 2006   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated September 28, 2006
This excerpt taken from the MEMY 8-K filed Sep 5, 2006.

Item 8.01 Other Events.

On September 5, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that dosing has commenced in the Phase 2a trial of MEM 1003 in patients with acute mania in bipolar disorder. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Jun 1, 2006.

Item 8.01 Other Events.

On June 1, 2006, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that the initiation of its Phase 2a clinical trial of MEM 3454 in Alzheimer's disease has been delayed. The Registrant reported that the delay is based on feedback from the U.S. Food and Drug Administration concerning the potential for impurities in the clinical material that the Registrant proposed for use in the Phase 2a trial. The Phase 2a trial of MEM 3454 was originally expected to commence in June 2006 and is now expected to commence later this year. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Apr 25, 2006.

Item 8.01 Other Events.

On April 21, 2006, Memory Pharmaceuticals Corp. (the "Registrant") held an R&D Day in New York City. The Registrant provided the following updates during the R&D Day.

MEM 3454

MEM 3454 was safe and generally well-tolerated up to and including a dose of 450 mg by the volunteers in the single ascending dose portion of the Phase 1 clinical trial program of MEM 3454. It was also safe and generally well-tolerated up to and including a dose of 150 mg by the volunteers in the multiple ascending dose portion of the program. The Registrant currently plans to commence a Phase 2a clinical trial of MEM 3454 in Alzheimer’s disease in June 2006.

MEM 1003
The Registrant currently plans to commence a Phase 2a clinical trial of MEM 1003 in acute mania in bipolar disorder in the second quarter of 2006 and anticipates completing that clinical trial in the first half of 2007.






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.

         
    Memory Pharmaceuticals Corp.
          
April 25, 2006   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs
This excerpt taken from the MEMY 8-K filed Feb 21, 2006.

Item 8.01 Other Events.

On January 21, 2006, Memory Pharmaceuticals Corp. (the "Registrant") announced preliminary cognitive data from the multiple ascending dose (MAD) study of the Phase 1 clinical trial program of MEM 3454, the Registrant’s lead drug candidate in its Nicotinic Alpha-7 Agonist program. Cognition data generated in this MAD study, using the Cognitive Drug Research (CDR) battery, demonstrated that a 15 milligram dose of MEM 3454, administered once daily for a period of 13 days showed a statistically significant effect on the Quality of Episodic Secondary Memory (QESM), one of the study’s primary efficacy variables. A copy of the press release that includes this announcement is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Feb 15, 2006.

Item 8.01 Other Events.

On February 14, 2006, Memory Pharmaceuticals Corp. issued a press release announcing that it has completed dosing in its Phase 1 study of MEM 3454 in healthy volunteers. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.





This excerpt taken from the MEMY 8-K filed Nov 4, 2005.

Item 8.01 Other Events.

On November 4, 2005, Memory Pharmaceuticals Corp. issued a press release announcing the dosing of the first patient in a Phase 2a clinical trial of MEM 1003 in patients with mild to moderate Alzheimer’s disease. A copy of the press release is attached herto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
November 4, 2005   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated November 4, 2005
This excerpt taken from the MEMY 8-K filed Sep 26, 2005.

Item 8.01 Other Events.

Memory Pharmaceuticals Corp., (the "Registrant") issued a press release today announcing that it has completed the dosing portion of the safety and tolerability study of MEM 1003 in Alzheimer’s patients. The Registrant also announced that it now expects to commence dosing patients with mild to moderate Alzheimer’s disease in a Phase 2a clinical trial in the next several weeks.

A copy of the press release that includes these announcements is attached hereto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
September 26, 2005   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs


Exhibit Index


     
Exhibit No.   Description

 
8.1
  Memory Pharmaceuticals Corp., (the "Registrant") issued a press release today announcing that it has completed the dosing portion of the safety and tolerability study of MEM 1003 in Alzheimer's patients. The Registrant also announced that it now expects to commence dosing patients with mild to moderate Alzheimer's disease in a Phase 2a clinical trial in the next several weeks.
This excerpt taken from the MEMY 8-K filed Jul 29, 2005.

Item 8.01 Other Events.

At the Annual Meeting, the Registrant’s stockholders also approved a one-time waiver of Section 4.1(d) of the 2004 Plan to enable James R. Sulat, the Registrant’s President and Chief Executive Officer, to receive stock options, in 2005, to purchase an aggregate of 1,025,000 shares of the Registrant’s common stock.

In connection with Mr. Sulat's joining the Registrant in May 2005, the Registrant’s Board of Directors authorized the grant of two stock options to Mr. Sulat to purchase an aggregate of 1,025,000 shares of common stock as follows:

§ a stock option to purchase 500,000 shares of common stock upon commencement of his employment with the Company in May 2005 (the "Initial Grant"), and

§ a stock option to purchase 525,000 shares of common stock following stockholder approval at the Annual Meeting (the "Subsequent Grant").

Under the terms of Mr. Sulat’s employment letter agreement with the Registrant (the "Letter Agreement"), the Subsequent Grant is subject to the approval of the Registrant’s stockholders to (i) permit a stock option grant to Mr. Sulat of more than 500,000 shares in 2005, and (ii) increase the number of shares available under the Registrant’s 2004 Plan to provide sufficient shares for the Subsequent Grant. Both the Initial Grant and the Subsequent Grant vest over the four-year period following their respective grant dates. Mr. Sulat received the Initial Grant on May 17, 2005. The Letter Agreement provides that the Subsequent Grant shall be granted on the next day following registration with the Securities and Exchange Commission of the shares of the common stock underlying the Subsequent Grant.






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.

         
    Memory Pharmaceuticals Corp.
          
July 28, 2005   By:   /s/ Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs


Exhibit Index


     
Exhibit No.   Description

 
10.1
  Amended and Restated 2004 Stock Incentive Plan
This excerpt taken from the MEMY 8-K filed May 3, 2005.

Item 8.01. Other Events.

On May 3, 2005, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it has received a $2.0 million milestone payment from Roche related to MEM 3454, a compound being developed under the 2003 Strategic Alliance Agreement between Roche and the Registrant. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
May 3, 2005   By:   Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated May 3, 2005
This excerpt taken from the MEMY 8-K filed Apr 15, 2005.

Item 8.01. Other Events.

On April 15, 2005, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing an update on its 2002 collaboration with Roche for the development of PDE4 inhibitors for psychiatric and neurological indications. The Registrant announced that Roche has decided not to pursue further development of MEM 1414 and MEM 1917 on its own and that the two companies have commenced discussions to determine the future of these two compounds. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
April 15, 2005   By:   Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated April 15, 2005
This excerpt taken from the MEMY 8-K filed Apr 12, 2005.

Item 8.01. Other Events.

On April 12, 2005, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it extended the timeline for completing the safety and tolerability study for MEM 1003 based on patient enrollment rates to date. As a result, the Phase IIa trial for MEM 1003 is expected to commence during the third quarter of 2005, rather than by the end of the first half of 2005 as the Registrant had previously announced. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
April 12, 2005   By:   Joseph M. Donabauer
       
        Name: Joseph M. Donabauer
        Title: Vice President and Controller, Principal Financial Officer and Principal Accounting Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated April 12, 2005
This excerpt taken from the MEMY 8-K filed Mar 31, 2005.

Item 8.01. Other Events.

On March 31, 2005, Memory Pharmaceuticals Corp. issued a press release announcing the nomination of a new drug candidate, MEM 63908, for the treatment of Alzheimer's disease. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
March 31, 2005   By:   Jzaneen Lalani
       
        Name: Jzaneen Lalani
        Title: Vice President, Legal Affairs


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated March 31, 2005
This excerpt taken from the MEMY 8-K filed Jan 13, 2005.

Item 8.01. Other Events.

On January 12, 2005, Memory Pharmaceuticals Corp. (the "Registrant") issued a press release announcing that it has commenced a safety and tolerability study of MEM 1003 in Alzheimer’s disease patients under an Investigational New Drug (IND) application that the Registrant filed with the U.S. Food and Drug Administration in mid-November 2004.

The foregoing description is qualified in its entirety by reference to the Registrant’s Press Release dated January 12, 2005, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.






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.

         
    Memory Pharmaceuticals Corp.
          
January 12, 2005   By:   /s/ Joseph M. Donabauer
       
        Name: Joseph M. Donabauer
        Title: Vice President and Controller


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated January 12, 2005
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