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EX-10.1 - EXHIBIT 10.1 - BIOMIMETIC THERAPEUTICS, INC.v303741_ex10-1.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 (Date of earliest event reported): February 21, 2012

 

 

BIOMIMETIC THERAPEUTICS, INC.

(Exact Name of Registrant as Specified in Charter)  

 

 

 

Delaware 000-51934 62-1786244
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)

(I.R.S. Employer

Identification No.)

 

389 Nichol Mill Lane, Franklin, Tennessee 37067

(Address of Principal Executive Offices) (Zip Code)

 

(615) 844-1280

(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 1.01Entry into a Material Definitive Agreement.

 

On February 21, 2012, BioMimetic Therapeutics, Inc. (the “Company”) and Novartis Vaccines and Diagnostics, Inc. (“Novartis”) entered into an amendment (the “Amendment”) to the Amended and Restated Manufacturing and Supply Agreement, effective December 1, 2009, between the Company and Novartis (the “Agreement”). The Amendment is deemed to be effective as of January 1, 2012.

 

Under the Amendment, the Company’s obligations to purchase certain minimum quantities of rhPDGF-BB from Novartis have been modified, the parties adjusted the minimum shelf life requirement of rhPDGF-BB delivered to the Company’s designated carrier and the parties agreed to bear their own costs associated with qualifying and licensing certain drug substance transfer changes. Additionally, the parties amended certain other compensation terms included in the Agreement.

 

The foregoing description of the Amendment is only a summary and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and which is incorporated by reference into this Item 1.01.

 

Item 9.01Financial Statements and Exhibits.

 

(d)Exhibits

 

10.1 Amendment, effective January 1, 2010, to Amended and Restated Manufacturing and Supply Agreement, effective December 1, 2009, between BioMimetic Therapeutics, Inc. and Novartis Vaccines and Diagnostics, Inc.

  

 
 

 

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.

 

  BIOMIMETIC THERAPEUTICS, INC.
     
  By: /s/ Earl Douglas
    Name: Earl Douglas
    Title: General Counsel

 

Date: February 27, 2012