Current Report Filing (8-k)
January 15 2015 - 6:02AM
Edgar (US Regulatory)
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):
January 13, 2015
AMARANTUS BIOSCIENCE HOLDINGS, INC.
(Exact name of registrant as specified in
its charter)
Nevada |
333-148922 |
26-0690857 |
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
IRS Employer
Identification No.) |
c/o Janssen Labs @QB3
953 Indiana Street
San Francisco, CA |
94107 |
(Address of Principal Executive Offices) |
(Zip Code) |
(408) 737-2734
(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 240.14d-2(b)) |
| ¨ | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On January 13, 2015, Amarantus BioScience
Holdings, Inc. (the “Company”) entered into an Exclusive Option Agreement (the “Agreement”) with the Georgetown
University (“Georgetown”) pursuant to which the Company was granted an option (the “Option”) to obtain
an exclusive license (with the right to sublicense) from Georgetown based upon certain patented technologies entitled “BLOOD
BASED BIOMARKERS FOR MEMORY LOSS” (the “Technologies”). The term of the option is 12 months (the “Term”)
which may be extended mutual written consent of the parties. In consideration for the grant of the option, the Company shall pay
an option fee of $75,000.
Prior to exercise of the Option, the Company
must (i) satisfy certain milestones as further described in the Agreement, (ii) obtained financing of at least $10,000,000 of which
$3,000,000 shall be used to commercialize the Technologies, (iii) shall have sponsored at least $500,000 worth of research at Georgetown
throughout the course of the Term, and (iv) has submitted, to Georgetown, a business plan for commercialization of the Technologies.
The Agreement contemplates that the parties,
upon exercise of the Option, will use good faith efforts to execute a license agreement within 120 days of the exercise of the
Option.
The Agreement includes the terms that will
be included in the license agreement between the parties.
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.
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AMARANTUS BIOSCIENCE HOLDINGS, INC. |
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Date: January 15, 2015 |
By: |
/s/ Gerald E. Commissiong |
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Name: Gerald E. Commissiong |
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Title: Chief Executive Officer |
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