Lifecell Corp (Other) (8-K)
13 Noviembre 2007 - 6:36AM
Edgar (US Regulatory)
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): November 12,
2007
LIFECELL
CORPORATION
(Exact
Name of Registrant as Specified in Charter)
Delaware
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01-19890
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76-0172936
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(State
Or Other Jurisdiction Of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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One
Millenium Way
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Branchburg,
New Jersey
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08876
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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 (908)
947-1100
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):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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Item
5.02
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Departure
of Directors or Certain Officers; Election of Directors; Appointment
of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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(b)
Resignation
of Director
LifeCell
Corporation (“LifeCell”)
announced that Michael Cahr is resigning from LifeCell’s Board of Directors (the
“Board”) effective November 12, 2007, after having been involved with LifeCell
for nearly twenty years and serving on the Board for more than fifteen
years.
(d)
Appointment
of Director
On
November 12, 2007, David W. J.
McGirr joined LifeCell’s Board. Mr. McGirr will also serve as
Chairman of LifeCell’s Audit Committee.
Mr.
McGirr is Senior Vice President and
CFO at Cubist Pharmaceuticals, Inc. (Nasdaq: CBST) and has served in his
current
position since November 2002. He also served as Treasurer of Cubist
from November 2002 until January 2003. From 1999 to 2002, Mr. McGirr
was the President and Chief Operating Officer of hippo, inc., an internet
technology, venture-financed company. Mr. McGirr served as a member
of hippo’s Board of Directors from 1999 to 2003. From 1996 to 1999,
he was the President of GAB Robins North America, Inc., a risk management
company, serving also as Chief Executive Officer from 1995 to
1996. Mr. McGirr was a private equity investor from 1995 to
1996. From 1978 to 1995, Mr. McGirr served in various positions
within the S.G. Warburg Group, ultimately as Chief Financial Officer, Chief
Administrative Officer and Managing Director of S.G. Warburg & Co., Inc., a
position he held from 1992 to 1995. Mr. McGirr received a B.Sc. in
Civil Engineering from the University of Glasgow and received an M.B.A. from
the
Wharton School at the University of Pennsylvania.
On
October 31, 2007, LifeCell’s Board
adopted a resolution, upon the recommendation of the Compensation Committee
of
LifeCell’s Board, that approves a policy for the acceleration of the vesting of
restricted stock awards held by directors of LifeCell upon termination of
a
director by the Board or a decision by the Board not to re-nominate such
director for election, provided certain conditions are met.
Item
9.01.
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Financial
Statements and
Exhibits.
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(d)
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Exhibits
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Press
Release dated November 12, 2007.
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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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LIFECELL
CORPORATION
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By:
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/s/
Steven T. Sobieski
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Steven
T. Sobieski
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Chief
Financial Officer
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Date:
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November
12, 2007
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