UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 8-K CURRENT REPORT

Transcription

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C 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): August 3, 2015 AMARANTUS BIOSCIENCE HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of (Commission File Number) IRS Employer incorporation or organization) Identification No.) 655 Montgomery Street, Suite 900 San Francisco, CA (Address of Principal Executive Offices) (Zip Code) (408) (Registrant s telephone number, including area code) 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: Written communications pursuant to Rule 425 under the Securities Act Soliciting material pursuant to Rule 14a-12 under the Exchange Act Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c))

2 Item 7.01 Regulation FD Disclosure Amarantus BioScience Holdings, Inc. (the Company ) released a corporate presentation which it utilized during its Annual Meeting in New York on August 3, The Company s presentation is furnished hereto as Exhibit The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing. Item 8.01 Other Items On August 3, 2015, the Company issued a press release announcing that its August 3, 2015 Annual Meeting was adjourned due to lack of a quorum. A copy of the Company s press release is furnished hereto as Exhibit Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Presentation 99.2 Amarantus Bioscience Holdings, Inc. Press Release, dated August 3, 2015

3 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. AMARANTUS BIOSCIENCE HOLDINGS, INC. Date: August 3, 2015 By: /s/ Gerald E. Commissiong Name: Gerald E. Commissiong Title: Chief Executive Officer

4 Ticker: OTCQX:AMBS Annual Meeting of Shareholders August 3, 2015 Exhibit 99.1

5 Forward - Looking Statements This presentation contains forward - looking statements within the meaning of the safe - harbor provisions of the Private Securities Litigation Reform Act of Such statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of the Company to differ materially from the results expressed or implied by such statements, including changes from anticipated levels of sales, future international, national or regional economic and competitive conditions, changes in relationships with customers, access to capital, difficulties in developing and marketing new products and services, marketing existing products and services, customer acceptance of existing and new products and services and other factors. Accordingly, although the Company believes that the expectations reflected in such forward - looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. The Company has no obligation to update the forward - looking information contained in this presentation. 2

6 AMBS Holding Company Business Model Fuels Rich Pipeline Our Vision : Identifying undervalued assets, de - risking and advancing to key value driving events: 3 Screening Expertise Neurological Disorders Parkinson s Disease Adult ADHD Alzheimer s Aggression Multiple Sclerosis Orphan Indications Retinitis Pigmentosa Intractable Severe Burns Therapeutics Therapeutics Diagnostics MANF MSPrecise Eltoprazine LymPro Georgetown Assay* MANF ESS *Upon exercise of exclusive option with Georgetown University

7 Building Value into Therapeutics Pipeline to Reach Transformational Milestones 4 Program Preclinical Phase 1 Phase 2 Phase3 Market ESS Intractable Severe Burns Eltoprazine Parkinson s PD - LID Eltoprazine Adult ADHD Eltoprazine Alzheimer s Aggression MANF Retinitis Pigmentosa MANF Parkinson s Disease Pipeline addressing high - value, high need therapeutic areas with significant shortcomings

8 Recent ESS Acquisition to Add Significant Value Autologous, skin graft replacement for 50 + % TBSA severe burns Biologics/drug regulatory pathway in office of combination products Orphan Drug Designation received in 2012 Active IND as of May 2014 Partially funded by US Gov t grant : AFIRM Project has been partially funded by DoD for last 5 + years Strong KOL Support Patient Population : ~ 2, 000 average patients per year - Cost of treatment per patient : $ 1. 6 M, w/ complications : $ 10 M+ Secondary applications : pediatric burn 30 % + burns, diabetic foot ulcers, cosmetics 10 patient Phase 2 clinical trial on track to commence 3 Q

9 ESS: Recent Milestone Achievements x Completed acquisition of Cutanogen Corporation for exclusive rights to ESS x Preparation underway to commence Phase 2 study x First site initiation underway x Signed CRADA Agreement providing non - dilutive resources x Strong KOL support NEXT MILESTONES Initiate first site at military facility in 3Q 2015 Enroll first patent in Phase 2 study in 3Q 2015 Work with regulatory authorities with the goal of establishing accelerated path to commercialization Announce top - line results of Phase 2 study in

10 Eltoprazine: Recent Milestone Achievements x Published Phase 2a clinical study results in BRAIN for the treatment of PD - LID x Opened an IND application with the neurology division of the FDA to advance Eltoprazine into Phase 2b clinical studies x Completed Investigator Meetings in US and EU x Entered into a clinical trial agreement with Chiltern International, a leading global contract research organization to manage the clinical research and monitoring program services for the Phase 2b study in PD - LID x Opened clinical trial sites in US x USPTO issued U.S. Patent entitled, "Pharmacological Treatment of Parkinson's Disease, covering methods for the administration of eltoprazine, in combination with the anti - Parkinson's drug, levodopa (L - DOPA), for the treatment of Parkinson's disease x Commenced patient dosing of Phase 2b study NEXT MILESTONES Expand Phase 2b program in Europe Complete patient enrollment Report top - line results of Phase 2b program in 2H

11 MANF: Recent Milestone Achievements x Announced the successful delivery and distribution of MANF in a preclinical model to brain areas involved in Parkinson's disease, further solidifying the rationale for its preclinical development as a potential disease - modifying treatment for PD x Entered into a cgmp manufacturing agreement with Catalent Biologics for clinical - grade production of MANF to enable program advancement into human clinical studies in retinitis pigmentosa (RP), retinal artery occlusion, glaucoma and Parkinson's disease x Presented positive preclinical data showing MANF preserves the light - sensing function of photoreceptor cells at ARVO x Received a Notice of Allowance for the U.S. patent application covering compositions of matter and methods of use related to proprietary manufacturing processes for synthetic MANF and its administration for protein therapy and cell therapy x Received European Union Orphan Drug Designation (ODD) for MANF for the treatment of RP, complementing the US ODD obtained in December 2014 x Significant progress with academic collaborators NEXT MILESTONES Commence first - in - human Phase 1 study in 2H 2016 Expand development program into additional high - value indications 8

12 Amarantus Diagnostics Preparing for Strategic Transaction LymPro Test : O ptimizing IUO marketing and CLIA strategy MSPrecise : Finalizing commercial strategy for staged product launch Georgetown assays position to control significant market share in the emerging AD IUO blood diagnostics market 9 Finalize Negotiations Complete Partnerships Proven track record of strategically extracting commercial profitability by advancing diagnostic products through a robust commercialization pathway Driving strategy to mature the neuro - diagnostics business into a powerhouse in the life sciences industry LymPro Business Development Strategic Advisory Committee 6-12 mos. sales cycle initiated November 2014 BD Strategy to formalize IUO Agreements advancing AAIC data strengthening discussions Next: comparing LymPro results against PET Deriving full value from neuro - diagnostics business through potential sale, co - development or spinoff opportunities

13 Up - listing to NASDAQ is a Priority x Submitted the listing application x Currently completing the listing process x Awaiting a formal response from NASDAQ 10

14 Next Steps for Amarantus» Uplist to NASDAQ as rapidly as possible» Focus on Operational Excellence with therapeutic programs to advance to key data milestones» Complete strategic transaction with Amarantus Diagnostics 11 We are prepared to enter our next phase of growth!

15 Q&A 12

16 Ticker: OTCQX:AMBS Annual Meeting of Shareholders August 3, 2015

17 Exhibit 99.2 Amarantus Announces Adjournment of Annual Meeting SAN FRANCISCO, CA, and GENEVA, SWITZERLAND August 3, 2015 Amarantus BioScience Holdings, Inc. (OTCQX: AMBS), a biotechnology company developing therapeutic and diagnostic product candidates in orphan indications and neurology, announced that its 2015 Annual Meeting of Stockholders scheduled for, and convened on August 3, 2015, was adjourned due to the lack of requisite quorum. Only stockholders of record on the record date July 10, 2015 are entitled to and are being requested to vote. The annual meeting has been adjourned to August 7, 2015 at 10:00 a.m. EDT at Sichenzia Ross Friedman Ference LLP, 61 Broadway, 32 nd Floor, New York, New York to allow additional time for the stockholders to vote on the proposals set forth in the Company's proxy statement filed with the Securities and Exchange Commission ( SEC ), which is available at During the period of the adjournment, the Company will continue to solicit proxies from its stockholders with respect to the proposals set forth in the Company's proxy statement. Proxies previously submitted in respect of the meeting will be voted at the adjourned meeting unless properly revoked. The Company encourages all stockholders who have not yet voted to do so before August 6, 2015 at p.m. EDT. The beneficial stockholders may vote by internet at or by telephone at Record holders may return a properly executed proxy card to18 Lafayette Place, Woodmere, NY or they may vote by internet at No changes have been made in the proposals to be voted on by stockholders at the annual meeting. The Company's proxy statement and any other materials filed by the Company with the SEC remain unchanged and can be obtained free of charge at the SEC's website at About Amarantus BioScience Holdings, Inc. Amarantus BioScience Holdings (OTCQX: AMBS) is a biotechnology company developing treatments and diagnostics for diseases in the areas of neurology and orphan diseases. AMBS Therapeutics division has development rights to eltoprazine, a small molecule currently in a Phase 2b clinical program for Parkinson's disease levodopa-induced dyskinesia with the potential to expand into adult ADHD and Alzheimer s aggression. The Company has an exclusive worldwide license to intellectual property rights associated to Engineered Skin Substitute (ESS), an orphan drug designated autologous full thickness skin replacement product in development for the treatment of severe burns currently preparing to enter Phase 2 clinical studies. AMBS owns the intellectual property rights to a therapeutic protein known as mesencephalic-astrocyte-derived neurotrophic factor (MANF) and is developing MANF as a treatment for orphan ophthalmic disorders, initially in retinitis pigmentosa (RP). AMBS also owns the discovery of neurotrophic factors (PhenoGuard ) that led to MANF s discovery.

18 AMBS Diagnostics division owns the rights to MSPrecise, a proprietary next-generation DNA sequencing (NGS) assay for the identification of patients with relapsing-remitting multiple sclerosis (RRMS), and has an exclusive worldwide license to the Lymphocyte Proliferation test (LymPro Test ) for Alzheimer's disease, which was developed by Prof. Thomas Arendt, Ph.D., from the University of Leipzig, and owns further intellectual property for the diagnosis of Parkinson's disease (NuroPro ). For further information please visit or connect with the Company on Facebook, LinkedIn, Twitter and Google+. Forward-Looking Statements Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are forward-looking statements. These forward-looking statements generally are identified by the words "believes," "project," "expects," "anticipates," "estimates," "intends," "strategy," "plan," "may," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forwardlooking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Investor and Media Contact: Jenene Thomas Jenene Thomas Communications, LLC Investor Relations and Corporate Communications Advisor T: (US) E: jenene@jenenethomascommunications.com Source: Amarantus Bioscience Holdings, Inc.