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): May 6, 2016
Alder BioPharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-36431 | 90-0134860 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
11804 North Creek Parkway South Bothell, WA |
98011 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (425) 205-2900
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 Events. |
On May 6, 2016, Alder BioPharmaceuticals, Inc. (Alder) announced that it has licensed the exclusive worldwide rights to clazakizumab to Vitaeris, Inc., a newly formed company that will pursue innovative therapeutic indications in chronic inflammatory diseases (Vitaeris). In exchange for the rights to clazakizumab, Alder has received an equity stake in Vancouver, British Columbia, based Vitaeris and is eligible to receive royalties and certain other payments. In addition, Randall C. Schatzman, Ph.D., president and chief executive officer of Alder, has joined Vitaeris board of directors.
This Current Report on Form 8-K contains forward-looking statements, including, without limitation, statements relating to: the continued development and clinical, therapeutic and commercial potential of clazakizumab; and Alders potential receipt of royalties and other payments under the license agreement with Vitaeris. Words such as will, eligible, potential, or other similar expressions, identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. The forward-looking statements in this Current Report on Form 8-K are based upon Alders current plans, assumptions, beliefs, expectations, estimates and projections, and involve substantial risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in the forward-looking statements due to these risks and uncertainties as well as other factors, which include, without limitation: risks related to the potential failure of clazakizumab to demonstrate safety and efficacy in clinical testing; the clinical, therapeutic and commercial value of clazakizumab; risks and uncertainties related to regulatory review and approval processes; and other factors discussed under the caption Risk Factors in Alders Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016, which was filed with the Securities and Exchange Commission (SEC) on April 28, 2016, and is available on the SECs website at www.sec.gov. Additional information will also be set forth in Alders other reports and filings it will make with the SEC from time to time. The forward-looking statements made in this Current Report on Form 8-K speak only as of the date of this Current Report on Form 8-K. Alder expressly disclaims any duty, obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Alders expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.
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.
Alder BioPharmaceuticals, Inc. | ||||||
Dated: May 9, 2016 | ||||||
By: | /s/ Randall C. Schatzman | |||||
Randall C. Schatzman, Ph.D. | ||||||
President and Chief Executive Officer |