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): April
9, 2007
Commission
File No. 000-16929
DOR
BIOPHARMA, INC.
(Exact
name of small business issuer as specified in its charter)
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DELAWARE
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41-1505029
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(State
or other jurisdiction of incorporation or organization)
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(I.R.S.
Employer Identification Number)
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1101
Brickell Ave., Suite 701 S
Miami,
FL
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33131
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(Address
of principal executive offices)
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(Zip
Code)
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(786)
425-3848
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(Issuer’s
telephone number, including area code)
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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))
As
previously disclosed, on January 17, 2007, DOR BioPharma, Inc. (the “Company”)
received an unsolicited non-binding expression of interest from Cell
Therapeutics, Inc. (“Cell Therapeutics”) to acquire the Company. After due
deliberation and consideration by a committee of independent board members
established by the board of directors (the “Independent Committee”) and further
deliberation and consideration by the full board of directors of the Company,
on
April 9, 2007 the Independent Committee as well as the full board of directors
of the Company each unanimously resolved to reject as inadequate for
shareholders the expression of interest by Cell Therapeutics to acquire the
Company and notified Cell Therapeutics of such resolutions.
Following
the Company’s May 9th
FDA-convened Oncologic Drugs Advisory Committee (“ODAC”) to consider the
Company’s New Drug Application for orBec® (oral
beclomethasone dipropionate) for the treatment of gastrointestinal
Graft-versus-Host Disease (“GI GVHD”), the
Company looks forward to considering any and all expressions of interest and
offers of interested parties to acquire the Company in order to maximize the
value to shareholders.
SIGNATURE
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.
DOR
BIOPHARMA, INC.
By:
/s/
Christopher J. Schaber
Name:
Christopher J. Schaber
Title:
Chief Executive Officer
Date:
April 11, 2007