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):
June 28, 2007
COLEY PHARMACEUTICAL GROUP, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 000-51472 | | 06-1506689 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (IRS employer identification no.) |
93 Worcester Street, Suite 101
Wellesley, MA 02481
(781) 431-9000
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
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 (seeGeneral Instruction A.2. below):
| ¨ | 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 240.13e-4(c)) |
On June 28, 2007, Coley Pharmaceutical Group, Inc. (“Coley”) announced that it has entered into a license agreement with Dynavax Technologies Corporation (“Dynavax”) relating to certain of Coley’s TLR Therapeutics™ patents. Under the terms of the agreement, Dynavax receives a non-exclusive license under Coley’s immunostimulatory oligonucleotide patent estate for the commercialization of HEPLISAV™, a hepatitis B prophylactic vaccine, currently in Phase III clinical trials. Coley will receive a $5.0 million up-front payment. Coley is also eligible to receive up to an additional $5.0 million upon regulatory approvals of HEPLISAV, as well as royalty payments for any future sales of HEPLISAV.
Coley issued a press release announcing the agreement on June 28, 2007. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) The following exhibit is furnished with this report:
| | |
Exhibit
Number | | Description |
| 99.1 | | Press Release of Coley Pharmaceutical Group, Inc. dated June 28, 2007 |
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.
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| | COLEY PHARMACEUTICAL GROUP, INC. |
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| Dated: June 29, 2007 | | By: | | /s/ CHARLES H. ABDALIAN, JR. |
| | | | Charles H. Abdalian, Jr. |
| | | | Chief Financial Officer |
