Washington,
D.C. 20549
FORM
6-K
REPORT
OF
FOREIGN ISSUER
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
the month of August 2005
Commission
File Number 000-51122
pSivida
Limited
(Translation
of registrant’s name into English)
Level
12
BGC Centre
28
The
Esplanade
Perth
WA
6000
(Address
of principal executive offices)
(Indicate
by check mark whether the registrant files or will file annual reports under
cover Form 20-F or Form 40-F).
Form
20-F x Form
40-F o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7):
Indicate
by check mark whether the registrant by furnishing the information contained
in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No
x
If
"Yes"
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- ___.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant,
pSivida Limited, has duly caused this report to be signed on its behalf by
the
undersigned, thereunto duly authorized.
| Date: August 24, 2005 | pSivida Limited | |
| |
|
|
| By: | /s/ Aaron Finlay | |
|
Aaron Finlay |
||
| Chief Financial Officer and Company Secretary | ||
EXHIBIT
INDEX
|
EXHIBIT
99.1:
|
pSivida
closes ADR PIPE after raising US$4.2m
|
| ASX/MEDIA RELEASE |
23rd
August 2005
|
|
pSivida
closes ADR PIPE after raising US$4.2m
|
|
|
Global
nanotechnology company pSivida Limited (ASX:PSD, NASDAQ:PSDV,
Xetra:PSI) is pleased to announce that it has raised US$4.2m (AU$5.6m)
before costs via the private placement of 650,000 American Depository Receipts
(ADRs) to predominantly US investors at US$6.50 each (AU$8.61). Each ADR
represents 10 ordinary shares.
New
York based
securities dealers placed the ADRs in an offering which was structured as
a PIPE
(Private Investment in Public Equity). The ADR’s have an attached 1 for 10, 3
year warrant exercisable for US$12.50 per ADR. The ADRs are expected
to become tradable on NASDAQ upon filing of a registration statement
by
pSivida with the Securities and Exchange Commission which is expected to
take up
to 120 days.
Mr.
Gavin Rezos,
Managing Director of pSivida said, “The funding will be utilized to further our
expansion into the United States, the world’s largest healthcare and financial
market following the recent appointments of two US based Non-executive Directors
to the pSivida Board, Dr. David J Mazzo, President and CEO of Chugai Pharma
USA
and Mr. Michael Rogers, CFO of Indevus Pharmaceuticals Limited and the inclusion
of our ADRs in the NASDAQ Health Care Index.”
This
announcement
does not constitute an offer of any securities for sale or the solicitation
of
an offer to buy any securities. The securities offered will not be
or have
not been registered under the U.S. Securities Act of 1933, as amended, and
may
not be offered or sold in the United States absent registration or an applicable
exemption from registration requirements.
-ENDS-
Released
by:
|
pSivida
Limited
Brian
Leedman
Investor
Relations
pSivida
Limited
Tel:
+ 61 8
9226 5099
brianl@psivida.com
|
US
Public Relations
Beverley
Jedynak
President
Martin
E.
Janis & Company, Inc
Tel:
+1 (312)
9 1100 ext. 12
bjedynak@janispr.com
|
UK
& Europe Public Relations
Mark
Swallow,
PhD / Helena Podd
Citigate
Dewe
Rogerson
Tel:
+44
(0)20 7638 9571
mark.swallow@citigatedr.co.uk
|
NOTES
TO EDITORS:
pSivida
Limited
pSivida
is a global
nanotechnology company committed to the biomedical sector and the development
of
products in healthcare. The company’s focus is the development and
commercialisation of a modified form of silicon (porosified or nano-structured
silicon) known as BioSilicon™. As a new and exciting biocompatible material,
BioSilicon™ offers multiple potential applications across the high growth
healthcare sector, including controlled release drug delivery, targeted cancer
therapies (including brachytherapy and localized chemotherapy), tissue
engineering and orthopedics. Potential diagnostics applications are being
developed through its subsidiary AION Diagnostics Limited.
pSivida
owns the
intellectual property rights to BioSilicon™ for use in or on humans and animals.
The IP portfolio consists of 26 patent families, 29 granted patents and over
80
patent applications. The core patent, which recognises BioSilicon™ as a
biomaterial was granted in the UK in 2000 and in the US in 2001.
pSivida
is listed
on NASDAQ (PSDV), the Australian Stock Exchange
(PSD) and in Germany on the Frankfurt Stock Exchange on the
XETRA system (German Symbol: PSI. Securities Code
(WKN) 358705). pSivida’s shares also trade in the United Kingdom on the
OFEX International Market Service (IMS) under the ticker symbol
PSD. pSivida is a founding member of the NASDAQ Health Care
Index and the Merrill Lynch Nanotechnology Index.
The
Company’s
strategic partner and largest shareholder is the QinetiQ group, the largest
science and technology company in Europe. QinetiQ is the former UK government
Defence Evaluation Research Agency and was instrumental in discovering
BioSilicon™. pSivida enjoys a strong relationship with QinetiQ having access to
its cutting edge research and development facilities. For more information
on
QinetiQ visit www.qinetiq.com.
For
more
information visit www.psivida.com
This
document
contains forward-looking statements that involve risks and uncertainties.
Although we believe that the expectations reflected in such forward-looking
statements are reasonable at this time, we can give no assurance that such
expectations will prove to be correct. Given these uncertainties, readers
are
cautioned not to place undue reliance on such forward-looking statements.
Actual
results could differ materially from those anticipated in these forward-looking
statements due to many important factors including: our failure to develop
applications for BioSiliconTM due to regulatory, scientific or other
issues and our inability to develop existing or proposed products. Other
reasons
are contained in cautionary statements in the Registration Statement on Form
20-F filed with the U.S. Securities and Exchange Commission, including, without
limitation, under Item 3.D, "Risk Factors" therein. We do not undertake to
update any oral or written forward-looking statements that may be made by
or on
behalf of pSivida.