- -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Act of 1934 Date of Report (Date of earliest event reported): AUGUST 1, 2000 TECHNICLONE CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 000-17085 95-3698422 (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) 14282 FRANKLIN AVENUE TUSTIN, CALIFORNIA 92780-7017 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (714) 508-6000 - --------------------------------------------------------------------------------
ITEM 5. OTHER EVENTS. On August 1, 2000, Techniclone Corporation, a Delaware corporation (the "Registrant"), entered into a licensing agreement (the "Agreement") for a segment of its Vascular Targeting Agent (VTA) technology, specifically related to applications of Photodynamic Therapy agents (PDT) with Scotia Pharmaceuticals Limited. The Registrant's press release announcing the Agreement is attached as Exhibit 99.2. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Exhibit Name of Exhibit - ------- --------------- 99.2 Press Release of Registrant dated August 1, 2000. 2
SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TECHNICLONE CORPORATION Date: August 3, 2000 By: /s/ John N. Bonfiglio ------------------------------------- John N. Bonfiglio, President and Chief Executive Officer 3
EXHIBIT INDEX Exhibit Name of Exhibit - ------- --------------- 99.2 Press Release dated August 1, 2000. 4
TECHNICLONE AND SCOTIA PHARMACEUTICALS COMPLETE LICENSE AGREEMENT FOR THE USE OF
VASCULAR TARGETING AGENTS WITH PHOTODYNAMIC THERAPY
TUSTIN, CA. AUGUST 1, 2000 - TECHNICLONE CORPORATION (NASDAQ:TCLN) today
announced that the Company has completed a licensing agreement for a segment of
the Vascular Targeting Agent (VTA) technology, specifically related to
applications of Photodynamic Therapy agents (PDT) with Scotia Pharmaceuticals
Limited. The letter of intent for this deal was announced earlier in the year.
The complete terms of the deal have not been disclosed but involve a licensing
fee, milestone payments which could total as much as $7M and royalties upon
commercialization of a product.
Techniclone recently formed a joint venture with Oxigene Corporation named ARCUS
to commercialize the VTA technology. The rights obtained by Scotia were excluded
from the joint venture with the exception of any future royalty payments, which
will be shared by Techniclone and Oxigene. . The VTA proprietary therapeutic
platform is designed to specifically target tumor vasculature and subsequently
destroy the tumor with various attached therapeutic agents. PDT agents alone
have been shown to be effective in treating some forms of cancer. The addition
of a targeting agent as provided by the VTA technology could increase the
utility of this therapeutic class of drugs. The VTA patent portfolio covers the
attachment of most therapeutic agents (including PDT agents) to vascular
targeting agents for the purpose of killing the tumor.
Scotia Pharmaceuticals is one of the leading PDT companies in the world. Scotia
has developed the next generation of PDT agents which are more efficient and
less toxic than their predecessors. PDT works by first loading the specific
agents in tumor tissue. The agents are activated by applying light of specific
wavelengths to the tumor causing the active agent to kill tumor cells. By using
the VTA technology to target the tumor vasculature specifically, the combination
with PDT agents could provide a method for greater selectivity.
"We are pleased to conclude this agreement with Scotia. Their scientists are
anxious to begin work in this exciting area. The addition of the VTA technology
to the already well-proven PDT therapies to achieve targeted delivery of this
class of drugs may result in more effective treatments for a wide variety of
tumor types. This could lead to an expansion of PDT applications in the cancer
area." stated Dr. John Bonfiglio, President and CEO of Techniclone. "This
agreement is another example of Techniclone's strategy to maximize the potential
of the VTA technology through licensing agreements and joint ventures with
select companies. We are excited about working with Scotia to bring new PDT
agents using the VTA technology to the clinic as quickly as possible. Scotia is
a leading company in PDT therapy, and we believe Scotia has the expertise and
resources to explore this promising area. We will also continue to look for
additional strategic partners in this area which complement our existing
partnerships." Dr. Bonfiglio further stated.
"Scotia is excited by the opportunity to explore the combination of the VTA
technology with our own proprietary PDT agents. We believe this combination
could lead to an entirely new concept in how PDT therapies are administered and
at the same time potentially broaden their application as useful treatments for
cancer." stated Robert Dow, CEO of Scotia .
"We look forward to collaborating with Scotia to advance these new compounds to
the market. The concept of combining the VTA technology with the PDT technology
is extremely logical and should lead to exciting new product opportunities."
stated Dr. Philip Thorpe, inventor of the VTA technology.
Company Overview: Techniclone Corporation is a biopharmaceutical company focused
on the development, commercialization and licensing of unique technologies for
the treatment of cancer, primarily based on its "collateral targeting
technologies." These technologies therapeutically target cell structures and
cell types, rather than surface cancer cells, as a means to attack solid tumors,
without causing damage to surrounding healthy tissue. The Company has three
collateral technologies: Cotara(TM), Vasopermeation Enhancement Agents (VEA),
and Vascular Targeting Agents (VTA). The Company also has a direct tumor
targeting agent called Oncolym (R) for the treatment of advanced non-Hodgkin's
B-cell Lymphoma which has been licensed to Schering AG, Germany, which is now
responsible for all existing and future Oncolym(R) clinical trial programs as
well as marketing.
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Additional information on the Company and its products can be found at
www.techniclone.com.
Safe Harbor Statement: This release may contain certain forward-looking
statements that are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Actual events or results may differ
from the Company's expectations as a result of risk factors discussed in
Techniclone's reports on file with the U.S. Securities and Exchange Commission,
including, but not limited to, the Company's report on Form 10K for the year
ended April 30, 2000 and Form 10Q for the quarter ended January 31, 2000.
CONTACT
DeMonte Associates, New York
Cynthia DeMonte
800/987-8256
212/420-0088
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