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): May 31, 2006
IR BIOSCIENCES HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction
of incorporation)
033-05384 13-3301899
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(Commission (IRS Employer
File Number) Identification No.)
4021 North 75th Street, Suite 201 Scottsdale, Arizona 85251
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(Address of principal executive offices) (Zip Code)
480-922-3926
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Registrant's telephone number, including area code
Not applicable
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(Former name or former address, if changed since last report.)
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 (see General Instruction A.2. below):
|_| 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))
Item 7.01 Regulation FD Disclosure
The Company has prepared presentation materials dated May 31, 2006 in an
electronic format which provides information related to the company's profile
and the development of its business, an explanation of its scientific work, the
history of its scientific research and studies, and its future plans regarding
its scientific research and studies (the "Electronic Presentation Materials").
The Company anticipates using the Electronic Presentation Materials in
presentations to and discussions with institutional brokers and dealers
beginning on May 31, 2006. A copy of the Electronic Presentation Materials is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this report, including exhibits, is furnished
pursuant to Item 7.01 of Form 8-K and shall not be deemed to be "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise
subject to the liabilities of that section, unless we specifically incorporate
it by reference in a document filed under the Securities Act of 1933 or the
Securities Exchange Act of 1934. By filing this report and furnishing this
information, we make no admission as to the materiality of any information in
this report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. Description
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99.1 Electronic Presentation Materials dated May 31, 2006
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.
IR Biosciences Holdings, Inc.
Date: May 31, 2006
By: /s/ Michael K. Wilhelm
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Name: Michael K. Wilhelm
Title: Chief Executive Officer