Lifecore Biomedical Inc - Current report filing (8-K)
31 Gennaio 2008 - 10:21PM
Edgar (US Regulatory)
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: January 25, 2008
(Date of earliest event reported)
LIFECORE BIOMEDICAL, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 0-4136
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Minnesota
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41-0948334
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(State or other jurisdiction of incorporation)
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(IRS Employer Identification No.)
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3515 Lyman Boulevard, Chaska, Minnesota 55318
(Address of principal executive offices, including zip code)
(952) 368-4300
(Registrants telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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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 January 25, 2008,
Lifecore Biomedical, Inc. (Lifecore), renewed its
manufacturing agreement (the
Agreement) with Alcon Pharmaceuticals, Ltd., a subsidiary
of Alcon, Inc. (Alcon), the worlds leading eye
care company. Pursuant to the Agreement,
Lifecore supplies hyaluronan to Alcon for use in
Viscoat®
ophthalmic viscoelastic solution, which doctors
use in eye surgery such as cataract extraction and intraocular lens implantation.
Under the Agreement, Alcon purchases hyaluronan from Lifecore pursuant to individual purchase
orders. Alcon is required to purchase a minimum amount of hyaluronan during each 12-month period
of the Agreement. If such minimum amounts are not purchased, Alcon is required either to pay
Lifecore the difference between the minimum volume and the volumes actually purchased or to
purchase the shortfall amount. The Agreement requires Alcon to purchase a minimum of approximately
$3.7 million of hyaluronan each year.
The Agreement requires that the hyaluronan supplied to Alcon be manufactured in conformity
with specific standards, and Lifecore provides Alcon warranties relating to the hyaluronan sold to
Alcon. The Agreement contains standard indemnification provisions as well.
Unless terminated earlier in accordance with the particular terms of the Agreement, the
Agreement will terminate on December 31, 2013. Earlier termination is permitted under the
Agreement if either party becomes insolvent or if either party breaches the Agreement and the
non-breaching party provides notice of termination and the opportunity to cure. Neither party may
assign the Agreement to an unaffiliated entity without the prior written consent of the other
party.
Lifecore expects to file a copy of the Agreement with its Form 10-Q for the quarterly period
ending December 31, 2007. A copy of the press release announcing Lifecores entry into the
Agreement is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is being filed with this Form 8-K:
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99.1
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Press release issued by Lifecore Biomedical, Inc. on January 31, 2008.
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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.
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LIFECORE BIOMEDICAL, INC.
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By:
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/s/ Dennis J. Allingham
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Dennis J. Allingham
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President and Chief Executive Officer
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Date: January 31, 2008
EXHIBIT INDEX
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Exhibit
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Number
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Description
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99.1
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Press release issued by Lifecore Biomedical, Inc. on January 31, 2008.
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Grafico Azioni Lifecore Biomedical (MM) (NASDAQ:LCBM)
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Da Ago 2024 a Set 2024
Grafico Azioni Lifecore Biomedical (MM) (NASDAQ:LCBM)
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