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ACEL > SEC Filings for ACEL > Form 8-K on 11-Jun-2013All Recent SEC Filings

Show all filings for TAMIR BIOTECHNOLOGY, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for TAMIR BIOTECHNOLOGY, INC.


11-Jun-2013

Regulation FD Disclosure


Item 7.01 Regulation FD Disclosure.

On May 22, 2013, an Administrative Law Judge issued an Initial Decision revoking the registration of the common stock of Tamir Biotechnology, Inc. (the "Company") under Section 12(j) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") because the Company had previously been delinquent in filing periodic reports with the Securities and Exchange Commission (the "Commission"). The Initial Decision will become final upon entry by the Commission of an order of finality, which is expected to occur approximately 21 days following the issuance of the Initial Order. Upon entry of the order of finality by the Commission, broker-dealers will be prohibited from executing trades in the Company's common stock, and as a result, public trading of the Company's common stock will cease.

The Company is currently considering its options and may seek to re-register its common stock under Section 12 of the Exchange Act after the Initial Decision becomes final by filing a Form 10 with the Commission. However, there is no assurance that the Company will resume being a publicly traded company under the Exchange Act. Accordingly, once the Initial Order becomes final, and until such time, if ever, as the Company effects such re-registration, the disclosure requirements under the Exchange Act, including the filing of periodic reports and proxy statements, will not be applicable to the Company.

In May 2013, the Company concluded a confirmatory study regarding the purity and enzymatic activity of ONCONASE® (ranpirnase). The study confirmed that as shown in the proof-of-concept skin penetration studies performed by the Company in 2012, ONCONASE® is indeed capable of being delivered transdermally and that ONCONASE® remained active following such delivery throughout the length of the evaluation across the full range of ranpirnase concentrations tested. The Company believes that the purity and activity profiles of ONCONASE® appear to be acceptable to permit further non-clinical studies.

As previously reported, the Company is a party to a Memorandum of Understanding ("MOU"), with US Pharmacia International, Inc. (together with Unilab and its affiliates, "USPI"), under which USPI is to be granted exclusive marketing, sales, and distribution rights for ONCONASE® for the treatment of Human Papillioma Virus (HPV) in Europe in consideration of $1 million (the "License Fee") to be paid by USPI to the Company as milestones are achieved. An initial payment of $405,000 towards the License Fee was made by USPI to the Company in December, 2011, and an additional payment in the amount of $95,000 was made to the Company in 2012 following the results of the 2012 proof-of-concept study. USPI and the Company have agreed that the results of the confirmatory study described above entitle the Company to an additional $100,000 milestone payment, which amount was paid by USPI to the Company in June 2013, bringing the total payments made to the Company under the MOU to $600,000.

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