Current Report Filing (8-k)
December 12 2017 - 04:32PM
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): December 6, 2017
NEKTAR
THERAPEUTICS
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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0-24006
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94-3134940
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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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455
Mission Bay Boulevard South
San
Francisco, California 94158
(Address
of Principal Executive Offices and Zip Code)
Registrant’s
telephone number, including area code: (415) 482-5300
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:
☐
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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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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.02
Termination of a Material Definitive Agreement
As previously reported
in Nektar’s Form 10-Q filed on August 9, 2017, Nektar Therapeutics, a Delaware corporation (“Nektar”), filed
a request for re-examination of the negative opinion adopted by the European Medicines Agency’s Committee for Medicinal Products
for Human Use (“CHMP”) for the conditional marketing authorization application for ONZEALD™ in the European Union
(the “CHMP Appeal”). We noted that if we were not successful with the CHMP Appeal, and Daiichi Sankyo Europe GmbH (“Daiichi”)
exercised its right to terminate the Collaboration Agreement and License Agreement (“Collaboration Agreement”) between
Nektar and Daiichi, under the terms of the original Collaboration Agreement, we would be obligated to pay to Daiichi a $12.5 million
termination payment. On December 6, 2017, Nektar received notice of termination from Daiichi of the Collaboration Agreement which
will become effective as of February 4, 2018. As a result of this termination, Nektar will pay to Daiichi a $12.5 million termination
payment and all rights and licenses granted to Daiichi under the Collaboration Agreement will revert exclusively to Nektar. This
payment does not change Nektar’s 2017 financial guidance, which was provided in the financial results call conducted on November
7, 2017. Please refer to Nektar's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 1, 2016,
for a full description of the Collaboration Agreement.
SIGNATURES
Pursuant
to the requirement 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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By:
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/s/
Mark A. Wilson
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Mark
A. Wilson
General Counsel and Secretary
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Date:
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December
12, 2017
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