Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): March 18, 2008

 

 

INSMED INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)

 

 

Virginia

(State or Other Jurisdiction of Incorporation)

 

0-30739   54-1972729
(Commission File Number)   (IRS Employer Identification No.)

 

8720 Stony Point Parkway, Suite 200, Richmond, Virginia   23235
(Address of Principal Executive Offices)   (Zip Code)

(804) 565-3000

(Registrant’s Telephone Number, Including Area Code)

 

 

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))

 

 

 

INFORMATION TO BE INCLUDED IN THE REPORT

 

Item 2.02. Results of Operations and Financial Condition.

On March 18, 2008, Insmed Incorporated (the “Company”) issued a press release, in accordance with NASDAQ Marketplace rule 4350 (b)(1)(B), informing the public that in the Company’s 10K filed for the year ended December 31, 2007 the Company’s independent registered public accounting firm had modified their audit opinion due to a going concern uncertainty. The Company’s press release is attached hereto as Exhibit 99.1.

The information contained herein, including the Exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or 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

 

99.1   Press Release, dated March 18, 2008

 

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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.

 

    Insmed Incorporated
Date: March 18, 2008    
  By:  

/s/ Kevin P. Tully

  Name:   Kevin P. Tully C.G.A.,
  Title:   Executive Vice President & Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1

   Press Release, dated March 18, 2008

 

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