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): November 12, 2020

 

RESPIRERX PHARMACEUTICALS INC.

(Exact name of registrant as specified in its charter)

 

Delaware   1-16467   33-0303583

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S Employer

Identification No.)

 

126 Valley Road, Suite C

Glen Rock, New Jersey

  07452
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (201) 444-4947

 

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
N/A   N/A   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company [  ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

 

 

 

   

 

 

Item 7.01. Regulation FD Disclosure.

 

Beginning on and after November 12, 2020, RespireRx Pharmaceuticals Inc. (the “Company”) will participate in meetings with third parties in which a corporate slide presentation will be presented. The presentation includes certain forward-looking information. A copy of the presentation materials is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Beginning on and after November 12, 2020, the Company will provide by email and may make available on its website or on social media, a short summary of the Company. The summary includes certain forward-looking information. A copy of the presentation materials is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this Item 7.01 and the documents attached as Exhibit 99.1 and 99.2 are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), nor otherwise subject to the liabilities of that section, nor incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

Exhibit Number   Exhibit Description
99.1   RespireRx Pharmaceuticals Inc. Corporate Presentation
99.2   RespireRx Pharmaceuticals Inc. Summary

 

   

 

 

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: November 12, 2020

RESPIRERX PHARMACEUTICALS INC.

(Registrant)

     
  By: /s/ Jeff E. Margolis                          
   

Jeff E. Margolis

SVP, CFO, Secretary and Treasurer

 

   

 

 

 

Exhibit 99.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.2

 

 

RespireRx Pharmaceuticals Inc. Company at a Glance

 

The primary mission of RespireRx Pharmaceuticals is to develop innovative and revolutionary treatments to combat diseases caused by disruption of neuronal signaling. We are developing treatment options that address conditions affecting millions of people, but for which there are few or poor treatment options, including obstructive sleep apnea (“OSA”), attention deficit hyperactivity disorder (“ADHD”), epilepsy, chronic pain and recovery from spinal cord injury (“SCI”). Based on our broad patent portfolios, RespireRx is developing a pipeline of new drug products within its two distinct business units:

 

(i)                 ResolutionRx is developing pharmaceutical cannabinoids, particularly dronabinol, a synthetic form of ∆9-tetrahydrocannabinol (“Δ9-THC”) for the treatment of OSA

 

(ii)               EndeavourRx is developing neuromodulators, which include AMPAkines and GABAkines, proprietary compounds that positively modulate (positive allosteric modulators or “PAMs”) AMPA-type glutamate receptors and GABAA receptors, respectively.

 

Status of Lead Products Under Development

 

 

Summary

 

       Highly desirable assets with 3 clinical stage drugs and confirmed efficacy

       Expanding portfolio of novel preclinical compounds across multiple therapeutic categories and indications

       World Class Management Team and Board of Directors

●       Broad flexibility in modeling mechanisms of investment

       Funding commitments secured through 2021

       Strategic Partners afforded the opportunity to share in the financial growth from early clinical to commercialization

       Exemplary regulatory and financial compliance history with government agencies

       Key clinical supply chains for dronabinol established

 

 

ResolutionRx – Two successful Phase 2 clinical trials have been completed demonstrating the ability of dronabinol to reduce the symptoms of OSA. The Company has designed and is developing proprietary, patent-pending dronabinol formulations that, if successful, could prove to be superior to existing formulations and not only extend market exclusivity for the treatment of OSA, but other indications as well.

 

EndeavourRx -

CX717 and CX1739, our lead clinical AMPAkines, have successfully completed multiple Phase 1 safety trials with no drug-associated serious adverse events. Both compounds have also completed Phase 2 efficacy trials demonstrating target engagement, by antagonizing the process of opioid-induced respiratory depression (“OIRD”). CX717 has successfully completed a Phase 2 trial demonstrating the ability to significantly reduce the symptoms of adult ADHD.

 

KRM-II-81, our lead GABAkine, has demonstrated highly desirable properties in animal models of drug resistant epilepsy and chronic pain, with greatly reduced liability to produce side effects associated with current treatments. The anticonvulsant action of KRM-II-81 was confirmed by microelectrode recordings from slices obtained from freshly excised cortex from epileptic patients.

 

Executive Management Team

Tim Jones, CEO and President

Arnold Lippa, CSO

Jeff Margolis, CFO

 

OFFICE LOCATION

126 Valley Rd.

Glen Rock, NJ 07452

 

Website

www.RespireRx.com

 

Market

OTC: RSPI

 

Contact:

Jeff Margolis

jmargolis@respirerx.com

(917) 834-7206

 

 

For additional information, the reader is directed to SEC filings that can be found on the Company website - www.RespireRx.com

 

 
   

 

 

Special Note Regarding Forward-Looking Statements.

 

In some cases, you can identify forward-looking statements by the following words: “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words, and such statements may include, but are not limited to, statements regarding (i) future research plans, expenditures and results, (ii) potential collaborative arrangements, (iii) the potential utility of the Company’s product candidates, (iv) reorganization plans, and (v) the need for, and availability of, additional financing. Forward-looking statements are not a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time the statements are made and involve known and unknown risks, uncertainties and other factors that may cause our results, levels of activity, performance or achievements to be materially different from the information expressed or implied by the forward-looking statements contained herein.

 

These factors include but are not limited to, regulatory policies or changes thereto, available cash, research and development results, issuance of patents, competition from other similar businesses, interest of third parties in collaborations with us, and market and general economic factors.

 

We cannot assure you that the forward-looking statements contained herein will prove to be accurate and therefore prospective investors are encouraged not to place undue reliance on forward-looking statements. We caution investors to recognize that forward-looking statements are predictions of future results, which may not occur as anticipated. Actual results could differ materially from those anticipated in the forward-looking statements and from historical results. These forward-looking statements are based on assumptions regarding the Company’s business and technology, which involve judgments with respect to, among other things, future scientific, economic, regulatory and competitive conditions, collaborations with third parties, and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the Company’s control. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. Our expectations reflected in our forward-looking statements can be affected by inaccurate assumptions that we might make or by known or unknown risks and uncertainties. We advise investors and all other interested parties to consult any further disclosures we may make on related subjects in our annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that we file with or furnish to the SEC.