Delaware
|
|
000-29169
|
|
98-0178636
|
(State
or other jurisdiction of
incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S
Employer Identification No.)
|
33
Harbour Square, Suite 202, Toronto, Ontario Canada
|
|
M5J
2G2
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
¨
|
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))
|
·
|
To
approve an amendment to Generex’s Restated Certificate of Incorporation
(i) ) to effect a reverse stock split of the common stock, at an exchange
ratio of not less than 1-for-2 and not more than 1-for-10 at any time
prior to September 16, 2011 (the implementation of the reverse stock
split, ratio and timing of which will be subject to the discretion of the
Board of Directors), and (ii) following the reverse stock split, if
implemented, to reduce the number of authorized shares of common stock
from 750,000,000 to 500,000,000 unless the Board of Directors utilizes a
ratio of not more than 1-for-2, in which case, the number of authorized
shares of common stock will be maintained at 750,000,000 (the “Reverse
Stock Split Proposal”); and
|
·
|
To
approve the adjournment of the Special Meeting, if necessary, to solicit
additional proxies for the Reverse Stock Split Proposal (the “Adjournment
Proposal”).
|
For
|
Against
|
Abstain
|
Broker
Non-Votes
|
||||
90,882,743
|
82,216,773
|
5,538,969
|
N/A
|
Item
9.01
|
Financial
Statements and Exhibits
|
|
(d)
|
Exhibits.
|
The
following material is filed as an exhibit to this Form
8-K.
|
Exhibit
99.1
|
Press
release of Generex Biotechnology Corporation, dated September 17,
2010.
|
GENEREX
BIOTECHNOLOGY CORPORATION.
|
|||||||
Date:
September 17, 2010
|
/s/
Rose C. Perri
|
||||||
Chief
Operating Officer and Chief Financial Officer
(principal
financial officer)
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
release issued by Generex Biotechnology Corporation on September 17,
2010
|