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): February 16,
2010
Senesco Technologies,
Inc.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-31326
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84-1368850
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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303
George Street, Suite 420, New Brunswick, New
Jersey
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08901
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(732)
296-8400
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(Registrant's
telephone number,
including
area code)
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Not
applicable
(Former
Name or Former Address, if Changed Since Last Report)
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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
1.01. Entry into a Material Definitive Agreement.
On February 17, 2010, Senesco
Technologies, Inc. (the “Company”) entered into a credit agreement with JMP
Securities LLC (the “Credit Agreement”). The agreement provides the
Company with, subject to certain restrictions, including the existence of
suitable collateral, up to a $3.0 million line of credit upon which the Company
may draw at any time (the “Line of Credit”). Any draws upon the Line
of Credit accrue at a monthly interest rate of (i) the broker rate in effect at
the time of the draw (which is currently 2.0%), plus (ii)
2.75%. There are no other conditions or fees or expenses associated
with the Line of Credit. The Line of Credit is not secured by any
assets of the Company, but it is secured by certain assets of the Chairman of
our Board of Directors, Harlan W. Waksal, M.D., which are currently held by JMP
Securities.
The foregoing transaction was approved
by each of our Board of Directors (the “Board”) and Audit
Committee. A copy of the Credit Agreement will be filed as an exhibit
to our next quarterly report on Form 10-Q.
Item
8.01 Other Events
In
connection with the transaction described in Item 1.01 above, Dr. Waksal, the
Chairman of our Board, is no longer deemed an “independent director” under
Section 803A of the NYSE Amex Company Guide. Accordingly, on
February 16, 2010, the Board appointed David Rector to serve as Lead
Director of the Board. Mr. Rector is currently, and will continue to
be, the Chair of Senesco’s Compensation Committee and a member of its Audit
Committee.
On
February 16, 2010, Dr. Waksal resigned from his position as a member of the
Company’s Compensation Committee because he is no longer deemed a “non-employee
director” as set forth under Rule 16-3(b)(3)(i)(B) of the Securities Exchange
Act of 1934, as amended.
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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SENESCO
TECHNOLOGIES, INC.
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Dated:
February 22, 2010
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By:
/s/ Jack Van
Hulst
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Name:
Jack Van Hulst
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Title:
President and Chief Executive
Officer
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