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): January 10, 2012
| Apricus Biosciences, Inc. |
| (Exact name of registrant as specified in its charter) |
| Nevada | 0-22245 | 87-0449967 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 11975 El Camino Real, Suite 300, San Diego, CA | 92130 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (858) 222-8041
(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 240.13a-4(c)) |
| Item 1.01 | Entry into a Material Definitive Agreement. |
On January 10, 2012, NexMed (U.S.A.), Inc. and NexMed Holdings, Inc. (together, “NexMed”), wholly owned subsidiaries of Apricus Biosciences, Inc. (“Apricus” and, together with NexMed, the “Company”), entered into a license agreement (the “License Agreement”) with Elis Pharmaceuticals Ltd. (“Elis”), granting Elis the exclusive rights to commercialize MycoVa™, the Company’s onychomycosis treatment, in the United Arab Emirates, Oman, Bahrain, Qatar, Saudi Arabia, Kuwait, Lebanon, Syria, Jordan, Iraq and Yemen (the “Territory”).
Under the License Agreement, Elis will have responsibility for filing for regulatory approval of MycoVa™ in the Territory. Upon obtaining regulatory approval in a given country within the Territory, Elis will be required to commercially launch MycoVa™ in that country within three months, and thereafter to undertake certain efforts to successfully commercialize the product.
Over the term of the License Agreement, the Company is entitled to receive upfront license fees and milestone payments of up to $2.1 million over the term of the License Agreement. The future milestones are tied to regulatory approval and the achievement of certain levels of aggregate net sales of MycoVa™. Additionally, the Company is entitled to receive escalating tiered double-digit royalties on Elis’ sales of MycoVa™ in the Territory.
* * *
| Exhibit No. | | Description |
| | | |
| 99.1 | | Press Release, dated January 10, 2012 |
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.
| | Apricus Biosciences, Inc. |
| | |
| | By: | /s/ Randy Berholtz | |
| | | Name: Randy Berholtz | |
| | | Title: Executive Vice President, General Counsel and Secretary |
| | | |
| Date: January 10, 2012 | | |
