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): June 8, 2007
VioQuest
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
000-16686
|
58-1486040
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
180
Mt. Airy Road, Suite 102
Basking
Ridge, NJ 07920
(Address
of principal executive offices)
(908)
766-4400
(Registrant's
telephone number, including area code)
(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:
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.
On
April
10, 2007, VioQuest Pharmaceuticals, Inc. (“VioQuest”) and Chiral Quest
Acquisition Corp. (the “Purchaser”) entered into a stock purchase and sale
agreement (the “Purchase Agreement”) pursuant to which VioQuest agreed to sell
to the Purchaser all of the capital stock of its subsidiary, Chiral Quest,
Inc.
The entry into the Purchase Agreement was previously disclosed in VioQuest’s
Current Report on Form 8-K filed on April 16, 2007. VioQuest’s shareholders
approved the sale of the capital stock at the annual meeting held on May 24,
2207. The closing of the sale remains contingent upon VioQuest and the Purchaser
meeting customary closing conditions.
Pursuant
to Section 3 of the Purchase Agreement, the closing of the sale was to occur
no
earlier than May 24, 2007 and no later than 3 business days following approval
of the sale by VioQuest’s shareholders (the “Last Closing Date”), or at such
other time, date and place as may be mutually agreed upon in writing by VioQuest
and the Purchaser. On June 8, 2007, VioQuest and the Purchaser entered into
an
amendment to the Purchase Agreement in order to extend the Last Closing Date
to
July 9, 2007. A copy of the amendment is attached to this Form 8-K as
Exhibit 10.1 and incorporated herein by reference.
Item
9.01. Financial
Statements and Exhibits
(d)
Exhibits.
The
following exhibit is furnished herewith.
Exhibit
No.
|
|
Description
|
10.1
|
|
Amendment
No. 1 to Stock Purchase and Sale Agreement dated June 8, 2007 between
VioQuest Pharmaceuticals, Inc. and Chiral Quest Acquisition
Corp.
|
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.
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|
|
|
VioQuest
Pharmaceuticals, Inc.
|
|
|
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Date:
June 12, 2007 |
By: |
/s/
Brian Lenz |
|
|
|
Brian
Lenz
Chief
Financial Officer
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INDEX
TO EXHIBITS FILED WITH THIS REPORT
Exhibit
No.
|
|
Description
|
10.1
|
|
Amendment
No. 1 to Stock Purchase and Sale Agreement dated June 8, 2007 between
VioQuest Pharmaceuticals, Inc. and Chiral Quest Acquisition
Corp.
|