CancerVax Corporation
Table of Contents

 
 
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): December 22, 2005
CANCERVAX CORPORATION
(Exact Name of Registrant as Specified in its Charter)
         
Delaware   0-50440   52-2243564
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   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
 
(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 (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))
 
 

 


TABLE OF CONTENTS

Item 1.01. Amendment of a Material Definitive Agreement.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 10.1


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Item 1.01. Amendment of a Material Definitive Agreement.
     On December 22, 2005, CancerVax Corporation (the “Company”) and Serono Technologies S.A., a Swiss corporation, entered into an amendment (the “Amendment”) to their collaboration agreement, which modifies, effective as of January 1, 2005, the basis for the calculation upon which certain of the expenses are to be shared equally by the parties to make such calculations consistent with the original intent of the parties.
     The Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
     
Exhibit No.   Description
     
10.1†
  Amendment No. 1 to Collaboration and License Agreement, dated as of December 22, 2005, by and between CancerVax Corporation and Serono Technologies S.A.
 
  Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment and this exhibit has been filed separately with the Securities and Exchange Commission.

 


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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.
         
  CANCERVAX CORPORATION
 
 
Date: December 29, 2005  By:   /s/ David F. Hale    
    Name:   David F. Hale   
    Title:   President and Chief Executive Officer   

 


Table of Contents

         
EXHIBIT INDEX
     
Exhibit No.   Description
     
10.1†
  Amendment No. 1 to Collaboration and License Agreement, dated as of December 22, 2005, by and between CancerVax Corporation and Serono Technologies S.A.
 
  Portions of this exhibit (indicated by asterisks) have been omitted pursuant to a request for confidential treatment and this exhibit has been filed separately with the Securities and Exchange Commission.