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: August
8, 2007
PHARMATHENE,
INC.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-32587
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20-2726770
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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
Park Place, Suite 450
Annapolis,
Maryland
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21401
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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:
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(410)
269-2600
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Healthcare
Acquisition Corp.
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(Former
Name or Former Address, if Changed Since Last Report)
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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):
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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| o |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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| o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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| o |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
8.01
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Other
Events.
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On
August
8, 2007, Healthcare Acquisition Corp. (“HAQ”), now known as PharmAthene, Inc.,
conducted a conference call with investors concerning the recent merger of
its
wholly-owned subsidiary, PAI Acquisition Corp., with PharmAthene, Inc., a
privately held Delaware corporation, resulting in, among other things, HAQ
changing its name to PharmAthene, Inc. and the private company becoming a
wholly-owned subsidiary of HAQ under the name PharmAthene US Corporation. A
replay of the call will be available until September 8, 2007. In the US
(888)203-1112/ International (719) 457-0820, replay passcode: 3318943. A copy
of
the press release announcing the call is attached to this Report as Exhibit
99.1.
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Item 9.01
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Financial
Statements and Exhibits.
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(d)
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Name
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Description
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Exhibit
99.1
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Press
Release dated August 7, 2007
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2
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.
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Dated:
August 8, 2007
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PHARMATHENE,
INC.
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By:
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/s/
David P, Wright
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David
P. Wright
President
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3
Exhibit
99.1
FOR
IMMEDIATE RELEASE
PHARMATHENE
TO HOLD INVESTOR CALL REGARDING MERGER WITH HAQ
New
Common Stock Symbol is ‘PIP’
ANNAPOLIS,
MD —
August
7, 2007 —
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What:
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PharmAthene,
Inc. (AMEX:PIP) to host a conference call to discuss merger with
HAQ.
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When:
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Wednesday,
August 8, 2007 1:00 PM EST.
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How:
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In
the US (877) 879-6203/International (719) 325-4760
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Please
refer to the Confirmation Code: 3318943
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A
playback of the call will be available until September 8,
2007
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In
the US (888)203-1112/ International (719) 457-0820
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Replay
Passcode: 3318943
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Contact:
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Erica
Greenman
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Hullin
Metz & Co.
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Office:
(212) 752-1044/ Mobile (917) 822-7702
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Erica@hmcllc.com
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Additional
Information
PHARMATHENE
CLAIMS THE PROTECTION OF THE SAFE HARBOR FOR “FORWARD-LOOKING STATEMENTS” WITHIN
THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.
FORWARD-LOOKING STATEMENTS ARE STATEMENTS THAT ARE NOT HISTORICAL FACTS. SUCH
FORWARD-LOOKING STATEMENTS, BASED UPON THE CURRENT BELIEFS AND EXPECTATIONS
OF
MANAGEMENT OF PHARMATHENE REGARDING, AMONG OTHER THINGS, THE POTENTIAL
DETERMINATIONS BY A COURT OF CHANCERY IN DELAWARE AS TO THE VALIDITY OF THE
APPROVAL OF THE MERGER, WHICH CANNOT BE PREDICTED WITH CERTAINTY. NO ASSURANCES
CAN BE GIVEN THAT OTHER PARTIES WILL NOT OPPOSE CONFIRMATION OF SUCH VALIDITY.
About
PharmAthene, Inc.
PharmAthene
was a privately-held biodefense company, was formed in 2001 to meet the critical
needs of the United States by developing biodefense products. PharmAthene is
dedicated to the rapid development of important and novel biotherapeutics to
address biological pathogens and chemicals that may be used as weapons of
bioterror. PharmAthene’s lead programs include Valortim™ and Protexia®. For more
information on PharmAthene, please visit its website at www.PharmAthene.com.
Following approval of the merger at HAQ’s Special Meeting of Stockholders held
on Friday, August 3, 2007, the name of PharmAthene was changed to “PharmAthene
US Corporation.”