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): June 11, 2007
MYMETICS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 000-25132 25-1741849
(State of other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
14, rue de la Colombiere
1260 Nyon, Switzerland NA
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: +011 41 22 363 13 10
(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 3.02 UNREGISTERED SALES OF EQUITY SECURITIES.
The Registrant ("Mymetics") issued a total of 14,862,000 restricted
shares of its common stock to an investor in connection with his equity
investment of E800,000 (equal to approximately $1,078,516) for 5,393,000 shares
of Mymetics common stock at a per share price of $0.20 compared to the market
bid price of approximately $0.10 on the date of the sale of those shares and
9,469,000 shares of its common stock in connection with the conversion of loans
in the principal amount of E930,000 plus accrued and unpaid interest. The board
of directors of Mymetics also approved the issuance of 6,000,000 shares of its
common stock to Christian Rochet, President of Mymetics, and 5,000,000 shares of
its common stock to each of Ernst Luebke, CFO of Mymetics, and Dr. Sylvain
Fleury, CSO of Mymetics, in recognition of their contributions to Mymetics that
were critical to receiving the equity investment referenced above and other
advances by Mymetics toward achievement of its business plan. All the above
shares were issued in reliance upon the exemption from registration provided by
Section 4(2) of the Securities Act based upon, among other things, the size and
manner of the offering.
ITEM 8.01 OTHER EVENTS.
Mymetics issued a press release dated June 5, 2007 describing recent
positive results for its HIV vaccine in developing mucosal antibodies to combat
the AIDS virus in non-human primates. A copy of the press release is attached
hereto as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 Press Release
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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 thereunto duly authorized.
Date: June 18, 2007 MYMETICS CORPORATION
By: /s/ Ernst Luebke
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Ernst Luebke
Chief Financial Officer
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