UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, DC 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): November 23,
2009
MICROMET,
INC.
(Exact Name of Registrant as Specified in
its Charter)
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Delaware
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0-50440
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52-2243564
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(State or Other
Jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
Number)
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Identification
No.)
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6707
Democracy Boulevard, Suite 505, Bethesda, MD
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20817
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(Address of Principal Executive
Offices)
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(Zip
Code)
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Registrant’s telephone number, including area code:
(240)
752-1420
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(Former Name or Former Address, if
Changed Since Last
Report.)
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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
November 23, 2009, Micromet, Inc. through its wholly-owned subsidiary Micromet
AG (collectively, the “Company”) entered into an agreement for the process
development and manufacture of blinatumomab (the “Agreement”) with Lonza AG
(“Lonza”), a market leading custom manufacturer of antibodies and other
biologics.
Under the
terms of the Agreement, Lonza will establish the current manufacturing process
for blinatumomab and develop the process to a scale sufficient for the
manufacture of blinatumomab for commercial sale. In addition, Lonza
will manufacture blinatumomab for clinical trials. The Company has
the option to engage Lonza for the manufacture of blinatumomab for commercial
sale based on financial terms established in the Agreement. The
manufacturing process to be developed by Lonza can be transferred, under
financial terms agreed in the Agreement, to another contract manufacturer in
order to either establish a second source for supply or in the event that the
Company desires to transfer manufacturing to a third party. The work
plan anticipates payments in the amount of approximately ₤4 million for the
activities to be performed by Lonza during the first twelve months of the
Agreement. Either party may terminate the Agreement for material
breach by the other party. In addition, the Agreement may be terminated by the
Company at any time upon no less than thirty days prior notice, subject to
certain termination payments that may apply depending on the timing of the
termination notice.
The
foregoing description of the Agreement is a summary only, does not purport to be
complete, and is qualified in its entirety by reference to the full text of the
Agreement, which will be filed as an exhibit to the Company’s Annual Report on
Form 10-K for the fiscal year ending December 31, 2009.
Item
8.01. Other Events.
On
November 24, 2009, the Company issued a press release announcing the Company’s
entry into an agreement for the process development and manufacture of
blinatumomab with Lonza, a copy of which is attached hereto as Exhibit
99.1.
Item 9.01. Financial Statements
and Exhibits.
(c) Exhibits.
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Exhibit
No.
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Description
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99.1
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Press
Release dated November 24, 2009.
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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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MICROMET, INC. |
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Date: November 27,
2009
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By:
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/s/ Matthias
Alder |
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Name: |
Matthias
Alder |
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Title: |
Senior
Vice President &
General
Counsel |
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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99.1
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Press
Release dated November 24, 2009.
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