-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OtGayBkemilQEYtg0ETtXSrINLjFfKKdbjEgF9nLg49VirU7a6v5omKX/22qpM4/ PpEcV/zbUIUyZ9z+fHCLyg== 0001157523-05-008441.txt : 20050929 0001157523-05-008441.hdr.sgml : 20050929 20050929100025 ACCESSION NUMBER: 0001157523-05-008441 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050929 ITEM INFORMATION: Other Events FILED AS OF DATE: 20050929 DATE AS OF CHANGE: 20050929 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HYDROMER INC CENTRAL INDEX KEY: 0000704432 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 222303576 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31238 FILM NUMBER: 051109901 BUSINESS ADDRESS: STREET 1: 35 INDUSTRIAL PKWY CITY: SOMERVILLE STATE: NJ ZIP: 08876 BUSINESS PHONE: 9085262828 MAIL ADDRESS: STREET 1: 35 INDUSTRIAL PKWY CITY: BRANCHBURG STATE: NJ ZIP: 08876-3518 8-K 1 a4983869.txt HYDROMER 8-K 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) September 29, 2005 ------------------------------- Hydromer, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its chapter) New Jersey 0-10683 22-2303576 - -------------------------------- -------------- ---------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 35 Industrial Parkway --------------------------- Branchburg, N.J. 08876 ------------------- ----------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (908) 722 - 5000 ---------------------------- 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): ( ) 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 14-2(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)) Item 8.01. Other Events. - ------------------------ Press Release Announcing a $3.9 Million Three Year Supply Agreement. EXHIBIT INDEX Exhibit No. Description of Exhibit ----------- ---------------------- 99.11 Press Release issued September 29, 2005 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. Hydromer, Inc. ------------------------ Registrant Date: September 29, 2005 /s/ Robert Y. Lee -------------------- ------------------------ Robert Y. Lee Chief Financial Officer EX-99.11 2 a4983869ex99_11.txt EXHIBIT 99.11 - PRESS RELEASE Exhibit 99.11 Hydromer, Inc. Announces a $3.9 Million Three-Year Supply Agreement Business Editors BRANCHBURG, N.J.--(BUSINESS WIRE)--Sept. 29, 2005--On September 1, 2005, Hydromer, Inc. (OTCBB:HYDI.OB) (BSX:HDO) finalized a three-year supply agreement with a global pharmaceutical company valued in excess of $3.9 million. The supply agreement effective for three years from August 15, 2005, has a renewal option and is subject to a 90-day cancellation period. It also provides for continuity of revenues, from the expiration of US Patent 4,642,267 ("'267 patent"), to which the products under the supply agreement relate, until the contract effective date (May 7 - August 2005). Following the expiration of the Company's '267 patent in May 2005, the Company negotiated a supply agreement with one of the former licensees under that patent. The '267 patent, issued in 1987 on Hydrophilic Polymer Blends, provided for a primarily solvent-based technology into lubricious coatings with the possible incorporation of antibacterial/biostatic attributes and/or drug delivery/complex system properties and can also be utilized into foam and hydrogel technologies. Realizing the environmental impact of solvent based coatings, the Company began developing a water-based formulation. This water-based coating, offering improved attributes and benefits, is currently patent pending with an expectation of patent issuance very shortly. "This supply agreement provides for a continuation of revenues related to the '267 patent." said Robert Y. Lee, Vice President of Finance. "With the expiration of the '267 patent in May 2005, approximately $2.1 million in annual (royalty) revenues had to be made up. This three-year $100,000/month supply agreement constituted more than half of the annual royalty revenues from the expired '267 patent. This value excludes the coatings products which are sold on a purchase order basis, though at a more favorable price than prior to this agreement. In addition, the Company is continuing discussions with two other former licensees of the expired '267 patent on possible supply agreements or conversions to the next generation of coatings." "We were successful in replacing a significant part of the royalties lost with the patent expiration." added Manfred F. Dyck, CEO and President. "While we are still in discussions with other former licensees, this along with the continual growth from our product lines and new ideas and technologies created by our staff, speaks for the Company's ability to overcome any negative changes to our business." Hydromer, Inc. is a technology-based company involved in the research and development, manufacture and commercialization of specialized polymer and hydrogel products for medical device, pharmaceutical, animal health, cosmetic, personal care, and industrial uses. For the latest information about Hydromer, Inc. and its products, please visit our Web site at http://www.hydromer.com. CONTACT: Hydromer, Inc. Robert Y. Lee, 908-722-5000 -----END PRIVACY-ENHANCED MESSAGE-----