UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Act of 1934
Date of Report (Date of earliest event reported) – December 16, 2003
PHOTOGEN TECHNOLOGIES, INC.
(Exact name as specified in its charter)
NEVADA | | 0-23553 | | 62-1742885 |
(State or other jurisdiction of
Incorporation or organization) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | | |
6175 Lusk Boulevard, San Diego, CA | | | 92121 |
(Address of principal executive offices) | | | (Zip Code) |
| | | | |
(858) 410-5601 |
(Registrants’ telephone number, including area code) |
| | | | |
Not applicable |
(Former name or former address, if changed since last report) |
| | | | | |
Item 5. Other Events and Required FD Disclosure.
On December 16, 2003, IMCOR, a division of Photogen Technologies, Inc. (the “Company”), entered into a License Agreement (the “Agreement”) with Kyosei Pharmaceutical Co. Ltd. (“Kyosei”), a subsidiary of the Sakai Group. The Agreement gives Kyosei an exclusive license to develop and market Imagent® (perflexane lipid microspheres) for all indications in Japan. The terms of the Agreement provide for the payment to Photogen of up to $10 million in fees and development milestone payments plus royalties on commercial sales. Kyosei will also pay Photogen to manufacture Imagent® for Kyosei’s clinical and commercial requirements.
A copy of the Agreement is attached to this Form 8-K as Exhibit 10.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
Exhibit Number | | Description |
| | |
10.1 | | License Agreement dated December 16, 2003 by and between Kyosei Pharmaceutical Co. Ltd. and IMCOR, a division of Photogen Technologies, Inc. Confidential portions of this exhibit were redacted. |
| | |
99.1 | | Press Release. |
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SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed by the undersigned hereunto duly authorized.
| PHOTOGEN TECHNOLOGIES, INC. |
| |
| |
| By: | /s/ Taffy J. Williams | |
| | Taffy J. Williams, Ph.D. |
| | President and Chief Executive Officer |
| |
Dated: December 18, 2003 | |
| | | | |
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Exhibit Index
Exhibit Number | | Description |
| | |
10.1 | | License Agreement dated December 16, 2003 by and between Kyosei Pharmaceutical Co. Ltd. and IMCOR, a division of Photogen Technologies, Inc. Confidential portions of this exhibit were redacted. |
| | |
99.1 | | Press Release. |
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