UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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 15, 2004
CANCERVAX CORPORATION
| Delaware | 0-50440 | 52-2243564 | ||
| (State or Other Jurisdiction | (Commission File Number) | (I.R.S. Employer | ||
| of Incorporation) | Identification No.) | |||
| 2110 Rutherford Road, Carlsbad, CA | 92008 | |||
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code:(760) 494-4200
| Item 5. Other Events | ||||||||
| Item 7. Financial Statements and Exhibits | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| EXHIBIT 10.1 | ||||||||
| EXHIBIT 99.1 | ||||||||
This Current Report on Form 8-K is filed by CancerVax Corporation, a Delaware corporation (the “Company”), in connection with the matters described herein.
Item 5. Other Events.
On March 15, 2004, the Company announced that it has obtained an exclusive, worldwide sublicense from SemaCo, Inc., a privately held company, to develop novel technology using telomere homolog oligonucleotides for the potential treatment or control of cancer. A press release announcing the sublicense is attached to this report as Exhibit 99.1 and incorporated herein by reference. A copy of the sublicense agreement dated as of March 10, 2004 among the Company, SemaCo, Inc. and Barbara Gilchrest, M.D. is attached hereto as Exhibit 10.1. The description of the sublicense agreement contained in the press release and incorporated herein by reference is qualified in its entirety by reference to the full text of such exhibit.
Item 7. Financial Statements and Exhibits.
| (c) | Exhibits. |
| Exhibit No. | Description | |
| 10.1† | Sublicense Agreement dated March 10, 2004 by and among SemaCo, Inc., Barbara Gilchrest, M.D. and CancerVax Corporation | |
| 99.1 | Press Release dated March 15, 2004 |
| † | Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. | ||
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SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: March 15, 2004 | CANCERVAX CORPORATION | |||
| By: | /s/ David F. Hale | |||
| David F. Hale | ||||
| President and Chief Executive Officer | ||||
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 10.1† | Sublicense Agreement dated March 10, 2004 by and among SemaCo, Inc., Barbara Gilchrest, M.D. and CancerVax Corporation | |
| 99.1 | Press Release dated March 15, 2004 |
| † | Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. | ||
