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) July
12, 2007
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NEOPROBE
CORPORATION
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(Exact
name of registrant as specified in its
charter)
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Delaware
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0-26520
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31-1080091
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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425
Metro Place North, Suite 300, Columbus,
Ohio
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43017
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(Address
of principal executive
offices)
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(Zip
Code)
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Registrant's
telephone number, including area code
(614)
793-7500
(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):
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
7.01. Regulation FD Disclosure.
On
July
12, 2007, Neoprobe Corporation (the “Company”) issued a press release announcing
that it had signed a term sheet with Cardinal Health for the marketing and
distribution of Lymphoseek® on an exclusive basis in the United States through
Cardinal Health’s network of over 150 nuclear pharmacies as well as their
wholesale distribution operations to in-hospital nuclear pharmacies. Lymphoseek
(Technetium Tc99m DTPA-mannosyl-dextran) is a proprietary radioactive lymphatic
mapping targeting agent being developed by the Company for use with hand-held
gamma detection devices, such as the Company’s neo2000® system, in a surgical
procedure known as Sentinel Lymph Node Biopsy (SLNB). The Company recently
announced positive preliminary data from a Phase 2 multi-center clinical trial
for Lymphoseek and is preparing to submit a proposed Phase 3 protocol to the
United States Food and Drug Administration. A copy of the complete text of
the
Company’s July 12, 2007, press release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated herein by reference.
Statements
contained or incorporated by reference in this Current Report on Form 8-K which
relate to other than strictly historical facts, such as statements about the
Company’s plans and strategies, expectations for future financial performance,
new and existing products and technologies, and markets for the Company’s
products, are forward-looking statements. The words “believe,” “expect,”
“anticipate,” “estimate,” “project,” and similar expressions identify
forward-looking statements that speak only as of the date hereof. Investors
are
cautioned that such statements involve risks and uncertainties that could cause
actual results to differ materially from historical or anticipated results
due
to many factors including, but not limited to, the Company’s continuing
operating losses, uncertainty of market acceptance, reliance on third party
manufacturers, accumulated deficit, future capital needs, uncertainty of capital
funding, dependence on limited product line and distribution channels,
competition, limited marketing and manufacturing experience, and other risks
detailed in the Company’s most recent Annual Report on Form 10-KSB and other
Securities and Exchange Commission filings. The Company undertakes no obligation
to publicly update or revise any forward-looking statements.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
Number Exhibit
Description
| 99.1 |
Neoprobe
Corporation press release dated July 12, 2007, entitled “Neoprobe and
Cardinal Health Sign Term Sheet for Lymphoseek
Distribution.”
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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.
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Neoprobe
Corporation
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| Date: July
12, 2007 |
By: |
/s/ Brent
L.
Larson |
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Brent
L. Larson, Vice President, Finance and |
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Chief
Financial Officer |