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HNAB > SEC Filings for HNAB > Form 8-K on 8-Jun-2009All Recent SEC Filings

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Form 8-K for HANA BIOSCIENCES INC


8-Jun-2009

Entry into a Material Definitive Agreement


Item 1.01 Entry into a Material Definitive Agreement.

As previously disclosed, on May 6, 2006, Hana Biosciences, Inc. (the "Company") and Tekmira Pharmaceuticals Corporation, formerly Inex Pharmaceuticals Corporation, entered into a license agreement, which was amended and restated on April 30, 2007 (the "Agreement"), pursuant to which the Company acquired exclusive, worldwide rights to develop and commercialize three oncology product candidates known as Marqibo® (vincristine sulfate liposomes injection), Brakiva™ (topotecan liposomes injection), and Alocrest™ (vinorelbine liposomes injection).

On June 2, 2009, the Company and Tekmira entered into Amendment No. 1 to the Agreement, which was effective as of May 27, 2009 (the "Amendment"). The Amendment makes the following material amendments to the Agreement:

· The Agreement previously provided that Hana would make a milestone payment to Tekmira upon the Food and Drug Administration's acceptance for review of a new drug application ("NDA") for Marqibo and a separate milestone payment upon the FDA's approval of an NDA for Marqibo. As amended, the milestone payment triggered on the FDA's acceptance of a Marqibo NDA has been removed from the Agreement and the amount of the milestone relating to the FDA's approval of a Marqibo NDA was increased.

· The Agreement previously required the Company to make milestone payments upon the dosing of the first patient in any clinical trial of each of Alocrest and Brakiva. After giving effect to the Amendment, the Agreement now provides that such milestones are payable following the FDA's acceptance for review of an NDA for such product candidates. In addition, the milestone payments payable under the Agreement upon the FDA's approval of an NDA for Alocrest and Brakiva were both increased in amount.

· The Amendment reduces the amount of Tekmira's share of any payments received by the Company from third parties in consideration of sublicenses granted to such third parties or for royalties received by Hana from such third parties.

· The maximum aggregate amount of milestone payments for all product candidates was increased from $30.5 million to $37.0 million.

The foregoing description of the material terms of the Amendment does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the full text of the Amendment that will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ending June 30, 2009. The Company intends to submit a Confidential Treatment Request to the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, requesting that it be permitted to redact certain portions of the Amendment.

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