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EX-99.1 - ORAGENICS INC | v180934_ex99-1.htm |
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: April 12, 2010
(Date
of earliest event reported)
Oragenics,
Inc
(Exact
name of registrant as specified in its charter)
FL
|
001-38122
|
59-3410522
|
||
(State
or other jurisdiction
of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
Number)
|
13700
Progress Blvd
|
32615
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
386-418-4018
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
¨
|
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))
|
ITEM
8.01 OTHER
INFORMATION
On April 12, 2010, the Company
announced that it has entered into a Distribution Agreement (“Agreement”) with
RicciPharma, a recognized health products company with offices in Rome and Slovakia, that the parties anticipate will provide Oragenics’
proprietary oral care probiotic products, EvoraPlus® and EvoraKidsTM to RicciPharma for
further exclusive distribution to the Vatican’s healthcare foundation,
Duc in Altum, and health organizations, United Nations,
UNESCO, UNICEF, the World Health Organization, and the Food and Agriculture
Organization in Africa, Asia, South America and the Caribbean. Duc in Altum is a
foundation whose humanitarian projects are inspired by the social teachings of
the late Pope John Paul II. Duc in Altum’s honorary chairman is the Polish
Pope’s former private secretary for over 30 years, Cardinal Stanislas Dziwisz,
currently Archbishop of Krakow.
As part of the Agreement, RicciPharma is also expected to exclusively distribute EvoraPlus® and EvoraKids™ to the Association
of Physicians National Health Service in Slovakia and the Association of Italian
Catholic Doctors across Italy. RicciPharma will also serve as
distributor of EvoraPlus®
and EvoraKids™
to independent pharmacies in Belarus, the Baltic States, Romania,
Albania, Russia and Poland.
The Agreement provides for payment for
orders to be made in advance of shipment at the time orders are placed and
RicciPharma is required to maintain suitable general liability and product
liability insurance. The price paid to the Company by RicciPharma for
the products may be changed on sixty days notice. RicciPharma is
required to make minimum purchases during a specified time period in order to
maintain exclusivity in the assigned territories and respective distribution
channels. However, there can be no assurances that RicciPharma will
purchase the minimum periodic purchase requirements or purchase a sufficient
quantity to maintain the exclusivity provided in the Agreement. In the event
such minimum purchase requirements are not met, the Company may terminate the
Agreement.
The
initial term of the Agreement is twenty months subject to agreed upon extended
terms. The Company may terminate the agreement for any reason upon
thirty days’ written notice. Either party may terminate upon thirty
days’ written notice in the event of a breach of the agreement by the other,
provided that the breach is not cured within the thirty day period.
ITEM
9.01 FINANCIAL INFORMATION
AND EXHIBITS
(c) Exhibits.
Number
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Description
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99.1
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Press
Release dated April 12, 2010
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SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized
on this 12th day of
April, 2010.
ORAGENICS,
INC.
(Registrant)
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||
BY:
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/s/ David B.
Hirsch
|
|
David
B. Hirsch
President
and Chief Executive Officer
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