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 28, 2006

 

Senesco Technologies, Inc.
(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-31326

 

84-1368850

(State or Other Jurisdiction

 

(Commission File Number)

 

(IRS Employer Identification No.)

of Incorporation)

 

 

 

 

 

303 George Street, Suite 420, New Brunswick, New Jersey

 

08901

(Address of Principal Executive Offices)

 

(Zip Code)

 

(732) 296-8400
(Registrant’s telephone number,
including area code)

 

Not applicable
(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K 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 8.01.      Other Events.

On June 28, 2006, Senesco Technologies, Inc., a Delaware corporation (the “Company”), issued a press release to report that ArborGen, LLC (“ArborGen”), the Company’s forestry product co-development partner, has decided to exercise its option to license the Company’s technology. The Company will receive license and royalty fees from ArborGen. ArborGen’s decision is based on positive results from the first year of field trials. Pursuant to the terms of the Development and Option Agreement between the Company and ArborGen dated June 28, 2002, the parties have a certain period of time to negotiate a license in good faith.

The information in this Form 8-K shall be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and this Form 8-K shall be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”) and the Exchange Act.

The full text of the press release is attached to this current report on Form 8-K as Exhibit 99.1.

Item 9.01.      Financial Statements and Exhibits.

(d)   Exhibits.

 

Exhibit No.

 

Description

 99.1

 

Press Release of Senesco Technologies, Inc. dated June 28, 2006.

 

 

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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.

SENESCO TECHNOLOGIES, INC.

 

 

 

 

Dated: June 28, 2006

By:

/s/ Bruce Galton

 

 

Name: Bruce Galton

 

 

Title:   President and Chief Executive Officer

 

 



Exhibit 99.1

Company Contact:

 

Investor Relations Contacts:

Senesco Technologies, Inc.

 

Lippert/Heilshorn & Associates

Bruce Galton

 

Kim Sutton Golodetz

Chief Executive Officer

 

(kgolodetz@lhai.com)

(bgalton@senesco.com)

 

Anne Marie Fields

(732) 296-8400

 

(afields@lhai.com)

 

 

212-838-3777

 

 

 

ArborGen, LLC :

 

 

Barbara Wells

 

 

President and Chief Executive Officer

 

 

bhwells@arborgen.com

 

 

(843) 851-5074

 

 

 

 

SENESCO AND ARBORGEN ANNOUNCE FIELD TRIAL RESULTS AND NOTICE
OF LICENSE EXERCISE

NEW BRUNSWICK, N.J. (June 28, 2006)—Senesco Technologies, Inc. (“Senesco” or the “Company”) (AMEX: SNT) and ArborGen, LLC, the Company’s forestry product co-development partner, announced ArborGen’s decision to exercise its option to license Senesco’s technology. ArborGen’s decision is based on positive results from the first year of field trials.

Senesco and ArborGen have collaborated over the past four years in an effort to develop trees with greater biomass and shorter time to harvest. After three years of positive lab and greenhouse results, trees were established in the field in August 2004. At the end of the 2005 growing season, certain trees which were enhanced by the Senesco technology had approximately double the increase in volume relative to control trees.

Maud Hinchee, ArborGen’s Chief Technology Officer said, “We are very pleased with the growth performance of trees containing Senesco genes in our research trials. ArborGen is excited about the potential to continue our research with the Senesco technology.”

Dr. John Thompson, Senesco’s Chief Scientific Officer, commented, “Our relationship with ArborGen has been very productive to date and we certainly look forward to continuing our work with them. The data generated by these field trials further underlie both the efficacy and broad applicability of our technology.”

About Senesco Technologies, Inc.

Senesco has initiated preclinical research to trigger or delay cell death in mammals (apoptosis)

 




to determine if its technology is applicable in human medicine. Accelerating apoptosis may have applications to the development of cancer treatments. Delaying apoptosis may have applications to certain diseases such as glaucoma, ischemia and arthritis, among others. Senesco takes its name from the scientific term for the aging of plant cells: senescence. The Company has developed technology that regulates the onset of cell death. Delaying cell breakdown in plants extends freshness after harvesting, while increasing crop yields, plant size and resistance to environmental stress for flowers, fruits and vegetables. In addition to its human health research programs, the Company believes that its technology can be used to develop superior strains of crops without any modification other than delaying natural plant senescence. Senesco has partnered with leading-edge companies engaged in agricultural biotechnology and earns research and development fees for applying its gene-regulating platform technology to enhance its partners’ products. Senesco is headquartered in New Brunswick, N.J.

About ArborGen, LLC.

ArborGen LLC, with headquarters in Summerville, SC, is a global leader in the research, development and commercialization of genetic technologies that will improve forest sustainability and productivity. ArborGen is developing commercially important technologies that will lead to improved forest management systems and forest product manufacturing processes. We are producing faster growing and sturdier trees that use less land and energy to process and will meet increasing wood product needs of a growing population. Growing these trees on planted forests offers the potential to protect and replenish native forests in all their diversity and complexity.

Certain statements included in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from such statements expressed or implied herein as a result of a variety of factors, including, but not limited to: the development of the Company’s gene technology; the approval of the Company’s patent applications; the successful implementation of the Company’s research and development programs and joint ventures; the success of the Company’s license agreements; the acceptance by the market of the Company’s products; success of the Company’s preliminary studies and preclinical research; competition and the timing of projects and trends in future operating performance, as well as other factors expressed from time to time in the Company’s periodic filings with the Securities and Exchange Commission (the “SEC”). As a result, this press release should be read in conjunction with the Company’s periodic filings with the SEC. The forward-looking statements contained herein are made only as of the date of this press release, and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

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