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): March 23, 2009
Senomyx, Inc.
(Exact name of registrant as specified in its charter)
Delaware | | 000-50791 | | 33-0843840 |
(State or other jurisdiction of
incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
| | | | |
4767 Nexus Centre Drive
San Diego, CA | | 92121 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (858) 646-8300
Not Applicable.
(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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On March 23, 2009 we amended our Collaborative Research, Development, Commercialization and License Agreement dated March 23, 2006 with Ajinomoto Co., Inc. to extend the collaborative period for an additional year, with three consecutive options of one year each that could further extend the collaboration. During the extension period, we will continue to work with Ajinomoto on the discovery, development and commercialization of new flavor ingredients for use in the soup, sauce and culinary aids, noodles and bouillon product categories in Asia. Under the terms of the extension, Ajinomoto has agreed to pay us incremental research funding. The potential milestone payments upon achievement of certain research and development goals remain unchanged. Upon commercialization, Ajinomoto will make royalty payments based on sales of Ajinomoto’s products that contain Senomyx novel flavor ingredients discovered under the agreement.
We intend to file the agreement with the Securities and Exchange Commission in the future and will seek confidential treatment for certain material terms of the amendment at such time. The press release dated March 24, 2009 announcing our entry into the amendment and describing certain of its material terms is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release of Senomyx, Inc. dated March 24, 2009.
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SIGNATURE
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.
| SENOMYX, INC. |
| |
| By: | /s/ DAVID BERGER |
| | David Berger |
| | Vice President, General Counsel and Corporate
Secretary |
| | |
Date: March 24, 2009 | | |
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INDEX TO EXHIBITS
99.1 Press release of Senomyx, Inc. dated March 24, 2009.
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