-----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, SLXvrNFLLgbSRXxn2eZHUcoKdL/H6AUDzUsaZerVrs9yB791nFi5AiCGHNV0EVq5 LwmGhkqxkT9jRThR5Ubo2g== 0001104659-05-008989.txt : 20050302 0001104659-05-008989.hdr.sgml : 20050302 20050301200935 ACCESSION NUMBER: 0001104659-05-008989 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041104 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050302 DATE AS OF CHANGE: 20050301 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEORX CORP CENTRAL INDEX KEY: 0000755806 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 911261311 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16614 FILM NUMBER: 05652147 BUSINESS ADDRESS: STREET 1: 300 ELLIOTT AVENUE WEST STREET 2: SUITE 500 CITY: SEATTLE STATE: WA ZIP: 98119-4114 BUSINESS PHONE: 2062817001 MAIL ADDRESS: STREET 1: 300 ELLIOTT AVENUE WEST STREET 2: SUITE 500 CITY: SEATTLE STATE: WA ZIP: 98119-4114 8-K 1 a05-4379_18k.htm 8-K

 

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

 

November 4, 2004

Date of Report (Date of
earliest event reported)

 

NeoRx Corporation

(Exact Name of Registrant as Specified in Charter)

 

Washington

 

0-16614

 

91-1261311

 (State or Other Jurisdiction
of Incorporation)

 

(Commission File No.)

 

(IRS Employer
Identification No.)

 

 

 

 

 

300 Elliot Avenue West, Suite 500, Seattle, WA

 

98119

(Address of principal executive offices)

 

(Zip Code)

 

 

 

 

 

(206) 281-7001

(Registrant’s telephone number, including area code)

 

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:

 

¨ Written communication 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 14d-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))

 

 



 

Section 1 – Registrant’s Business and Operations

 

Item 1.01.                                          Entry into a Material Definitive Agreement.

 

On November 4, 2004, NeoRx Corporation (the “Company”) exercised its option pursuant to paragraph 10.1 of the Supply Agreement dated as of March 1, 2004, between the Company and The Curators of the University of Missouri (“MURR”),  to extend the term of the Supply Agreement until March 1, 2006.

 

Under the Supply Contract, MURR is responsible for the manufacture, including process qualification, quality control, packaging and shipping of holmium-166 (the radioactive substance used in the Company’s STR product candidate) for the Company’s phase III trial in multiple myeloma.  Under the Supply Agreement, the Company pays a fixed price per unit of holmium-166 ordered, subject to minimum purchase requirements, and fixed amounts for handling and maintenance.

 

The Supply Contract is filed as Exhibit to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2004 and is incorporated herein by reference.

 

 Item 9.01.             Financial Statements and Exhibits.

 

(c)           Exhibits.

 

10.1                        Letter Agreement dated November 4, 2004, extending term of Supply Agreement dated as of March 1, 2004, between the Company and MURR

 

1



 

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.

 

 

NeoRx Corporation

 

 

 

Dated: March 1, 2005

By:

/s/ Susan D. Berland

 

 

 

Susan D. Berland

 

 

Chief Financial Officer

 

 

 

2



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

10.1

 

Letter Agreement dated November 4, 2004, extending term of Supply Agreement dated as of March 1, 2004, between the Company and MURR

 

3


EX-10.1 2 a05-4379_1ex10d1.htm EX-10.1

Exhibit 10.1

 

[On NeoRx Corporation Letterhead]

 

November 4, 2004

 

Mr. Ken Brooks

Associate Director

University of Missouri Research Reactor

1513 Research Park Drive

Columbia, MO 65211

 

RE:          March 1, 2004 Supply Agreement

NeoRx Corporation — MURR

 

Dear Ken,

 

We are pleased to inform you and the University that pursuant to paragraph 10.1(b) of our Supply Agreement, NeoRx wishes to exercise our option to extend the term of such agreement another year, which would effectively extend the agreement to March 1, 2006.

 

Since this extension requires the consent of the University, “…which will not be unreasonably withheld...”, we ask that you provide us with your consent by November 15 by signing the acknowledgment below and returning to me via facsimile at 206-286-2537.

 

We look forward to another year working with you and MURR.

 

Sincerely,

 

 

 

s/Anna Lewak Wight

 

 

Anna Lewak Wight

 

Vice-President, Legal

 

 

 

 

Pursuant to paragraph 10.1(b) of the March 1, 2004 Supply Agreement, we hereby consent to the above extension.

 

 

 

The Curators of the University of Missouri

 

 

 

By:

s/ Lisa I. Wimmeneur

 

 

 

Name: Lisa I. Wimmeneur

 

 

Its: Associate Director, Business Services

 


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