- Amended Current report filing (8-K/A)
December 10 2009 - 9:26AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K/A
(Amendment
No. 1)
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): October 27, 2009
NOVADEL
PHARMA INC.
(Exact
Name of Registrant as Specified in Its Charter)
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Delaware
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001-32177
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22-2407152
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(State
or other jurisdiction
of
incorporation or organization)
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(Commission
File No.)
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(I.R.S.
Employer
Identification
No.)
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25
Minneakoning Road
Flemington,
New Jersey 08822
(Address
of principal executive offices) (Zip Code)
(908)
782-3431
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
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):
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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o
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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
1.01. Entry
into a Material Definitive Agreement.
Mist
Agreement
As
previously disclosed in a Current Report on Form 8-K filed with the Commission
on October 29, 2009, NovaDel Pharma Inc. (the “Company”) issued a press release
to announce that it had entered into a license and distribution agreement (the
“Mist Agreement”) with privately-held Mist Acquisition, LLC (“Mist”) to
manufacture and commercialize NitroMist®, the lingual spray version of
nitroglycerine for the treatment of angina pectoris.
This
amendment (this “Amendment”) to the Current Report on Form 8−K amends the
Current Report on Form 8−K filed by the Company on October 29, 2009 solely to
include the Mist Agreement in Item 9.01 below as Exhibit 10.1.
ECR
Agreement
As
previously disclosed in a Current Report on Form 8-K filed with the Commission
on November 16, 2009, the Company
issued a press release to
announce that it had entered into an exclusive license and distribution
agreement (the “ECR Agreement”) with ECR Pharmaceuticals Company, Inc. (“ECR”)
to commercialize and manufacture NovaDel’s ZolpiMist™ in the United States and
Canada.
This
Amendment to the Current Report on Form 8−K amends the Current Report on Form
8−K filed by the Company on November 16, 2009 solely to include the ECR
Agreement in Item 9.01 below as Exhibit 10.2.
Item
9.01. Financial
Statements and Exhibits.
(d)
Exhibits.
10.1+
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License
and Distribution Agreement, dated October 27, 2009, between NovaDel Pharma
Inc. and Mist Acquisition, LLC.
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10.2+
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License
and Distribution Agreement, dated November 12, 2009, between NovaDel
Pharma Inc. and ECR Pharmaceuticals Company,
Inc.
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+ Confidential
Treatment Requested. Confidential materials omitted and filed
separately with the Securities and Exchange Commission.
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.
By:
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/s/
STEVEN B. RATOFF
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Name:
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Steven
B. Ratoff
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Title:
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Chairman,
Interim President and Chief Executive Officer and Interim Chief Financial
Officer
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Date:
December 10, 2009
EXHIBIT
INDEX
Exhibit
No.
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Description
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10.1+
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License
and Distribution Agreement, dated October 27, 2009, between NovaDel Pharma
Inc. and Mist Acquisition, LLC.
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10.2+
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License
and Distribution Agreement, dated November 12, 2009, between NovaDel
Pharma Inc. and ECR Pharmaceuticals Company,
Inc.
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+ Confidential
Treatment Requested. Confidential materials omitted and filed
separately with the Securities and Exchange Commission.
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