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): October 30, 2007
MEDICAL
DISCOVERIES, INC
(Exact
Name of Registrant as Specified in Charter)
Utah
|
(State
of Incorporation)
|
00-12627
|
|
87-0407858
|
(Commission
File Number)
|
|
(I.R.S.
Employer Identification No.)
|
6033
W. Century Blvd, Suite 1090, Los Angeles, California
|
|
90045
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
(801)
582-9583
|
(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:
¨ |
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
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ENTRY
INTO A MATERIAL AGREEMENT
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Second
Amendment to Asset Sale Agreement
As
previously reported on a Current Reports on Form 8-K filed on September 17,
2007, Medical Discoveries, Inc. (the “Company”),
together with its wholly owned subsidiary MDI Oncology, Inc. (“MDI,”
and
collectively with the Company, the “MDI
Entities”),
entered into a sale and purchase agreement (the “Asset
Sale Agreement”)
with
Eucodis Pharmaceuticals Forschungs - und Entwicklungs GmbH, an Austrian company
(“Eucodis”),
pursuant to which Eucodis agreed to acquire certain assets of the Company in
consideration for a cash payment and the assumption by Eucodis of certain
current indebtedness of the MDI Entities (such transactions, collectively,
the
“Asset
Sale”).
The
Asset Sale Agreement was subsequently amended on September 30,
2007.
On
October 30, 2007, the MDI Entities and Eucodis executed a second amendment
(the
“Second
Amendment”)
to the
Asset Sale Agreement to extend the closing of the Asset Sale through January
31,
2008.
A
copy of
the Second Amendment is filed as an exhibit to this Current Report on Form
8-K.
The summary of the Second Amendment set forth above is qualified by reference
to
such exhibit.
Exhibit
No.
|
|
Description
|
2.1
|
|
Second
Amendment to Asset Sale Agreement dated October 30, 2007 among Medical
Discoveries, Inc., MDI Oncology, Inc. and Eucodis Pharmaceuticals
Forschungs - und Entwicklungs GmbH
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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.
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|
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MEDICAL DISCOVERIES, INC. |
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|
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Date: November
2, 2007
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By: |
/s/
JUDY
ROBINETT |
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Judy
Robinett |
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Chief
Executive Officer
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EXHIBIT
INDEX
Exhibit
No.
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|
Description
|
2.1
|
|
Second
Amendment to Asset Sale Agreement dated October 30, 2007 among Medical
Discoveries, Inc., MDI Oncology, Inc. and Eucodis Pharmaceuticals
Forschungs - und Entwicklungs GmbH
|