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): February 22, 2011
GENESIS BIOPHARMA, INC.
(Name of small business issuer specified in its charter)
Nevada
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000-53127
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75-3254381
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(State or other jurisdiction
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(Commission File No.)
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(I.R.S. Employer
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of incorporation)
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Identification No.)
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1601 N. Sepulveda Blvd., #632
Manhattan Beach, CA 90266
(Address of principal executive offices)
Not Applicable.
(former name or former address, if changed since last report)
(866) 963-2220
(Registrant’s telephone number)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 22, 2011, Genesis Biopharma, Inc., a Nevada corporation (the “Company”), appointed Dr. L. Stephen Coles to the Company’s Board of Directors. Dr. Coles will receive a monthly payment of $3,000 for his services to the Company.
Dr. Coles, 60, is currently a lecturer in the Department of Chemistry and Biochemistry at the University of California, Los Angeles and the UCLA Molecular Biology Institute. Dr. Coles has served as Co-Principal Investigator in the Department of Surgery at the UCLA School of Medicine, and has served as Vice President for Medical Education and Internet Content at The Kronos Group, an integrated health care delivery network that provides medical products and health care services for the healthy living and aging industry. Dr. Coles is also the co-founder of the Image Date Corporation, and has served as its Chief Scientist. Dr. Coles has also served as Chief Technical Officer of Rcommunity.com,
Inc.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits. The following exhibits are included as part of this report, and incorporated herein by reference in their entirety.
99.1 Press Release, dated February 23, 2011, regarding the appointment of Dr. Coles as a director.
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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GENESIS BIOPHARMA, INC.
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Date: February 23, 2011
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By:
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/s/ ANTHONY CATALDO
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Anthony Cataldo, Chief Executive Officer
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INVESTOR CONTACT:
Lippert/Heilshorn & Associates, Inc.
Don Markley
dmarkley@lhai.com
(310) 691-7100
Genesis Biopharma Appoints L. Stephen Coles M.D., Ph.D. to Board of Directors
LOS ANGELES (February 23, 2011) – Genesis Biopharma, Inc. (OTC/BB: GNBP), a biotechnology company developing targeted cancer therapies, today announced the appointment of L. Stephen Coles, M.D., Ph.D. to the Company’s Board of Directors. Dr. Coles has more than four decades experience in healthcare practice and technology management in both government and the private sector.
“Stephen Coles brings exceptional medical, scientific and business experience to the Board of Genesis Biophharma,” said Anthony J. Cataldo, President and Chief Executive Officer. “In addition to being a recognized authority in medical technology and biostatistics, he is also a successful entrepreneur and innovator, having founded two high technology companies. His background and expertise will play an important role in the Company’s growth.”
Dr. Coles is currently a Lecturer in the Department of Chemistry and Biochemistry at the University of California Los Angeles, and at the UCLA Molecular Biology Institute. Previously he served as Co-Principal Investigator in the Department of Surgery at the UCLA School of Medicine, and as Vice President for Medical Education and Internet Content at The Kronos Group. He is also the co-founder of Image Data Corporation, where he served as Chief Scientist, and Rcommunity.com, Inc., where he was Chief Technical Officer.
About Genesis Biopharma, Inc.
Genesis Biopharma, Inc. is a development-stage biotechnology company engaged primarily in the development of targeted cancer therapies. For more information on the company, visit www.genesis-biopharma.com.
Forward-Looking Statements
The foregoing press announcement contains forward-looking statements that can be identified by such terminology as "expect," "potential," "suggests," "bodes," "may," "should," "could" or similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from any future results, performance or achievements expressed or implied by such statements. In particular, management's expectations regarding future research, development and/or commercial results could be affected by, among other things, uncertainties relating to clinical trials and product development; availability of future
financing; unexpected regulatory delays or government regulation generally; the company's ability to obtain or maintain patent and other proprietary intellectual property protection; and competition in general. Forward-looking statements speak only as of the date they are made. The company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made.
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