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 (Date of earliest event reported): January 17, 2007
Brainstorm Cell Therapeutics Inc.
(Exact name of registrant as specified in its charter)
Delaware 333-61610 91-2061053
(State or other jurisdiction of (Commission File No.) (IRS Employer Identification No.)
incorporation)
110 East 59th Street
New York, New York 10022
(Address of principal executive offices) (Zip Code)
(212) 557-9000
(Registrant's telephone number, including area code)
N/A
(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:
|_| 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 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))
Item 1.01 Entry into a Material Definitive Agreement.
On January 17, 2007, Brainstorm Cell Therapeutics Inc. (the "Company") entered
into a Collaboration Agreement, dated as of December 26, 2006 (the "Agreement")
with Fundacion para la Investigacion Medica Aplicada ("FIMA"). Pursuant to the
Agreement, the Company and FIMA will collaborate on pre-clinical safety trials
of an adult stem cell therapy (the "Therapy") in monkeys. Depending on the
outcome of such pre-clinical safety trials and upon agreement between the
Company and FIMA, the parties will conduct human clinical trials of the Therapy.
The Company is obligated to contribute 50% of the total costs associated with
the monkey trials.Such total costs are estimated to be approximately 120,000
euro.
Upon commercialization of the Therapy by the Company for treatment of
Parkinson's disease (the "Parkinson's Therapy"), if ever, the Company will be
entitled to all Net Revenues (as defined in the Agreement) from the sale of the
Parkinson's Therapy in the Covered Territories (as defined in the Agreement)
minus a royalty paid to FIMA. The royalty paid to FIMA will be as follows: (i)
if FIMA contributes at least 50% of the total costs associated with the monkey
trials, then the royalty shall be equal to 1% of all Net Revenues received by
the Company from the sale of the Parkinson's Therapy in the Covered Territories
until the Company has paid FIMA 200% of the aggregate amount contributed by FIMA
to the completion of the monkey trials, and, thereafter, the Company shall pay
FIMA a royalty equal to 0.6% of all Net Revenues received by the Company from
the sale of the Parkinson's Therapy in the Covered Territories; (ii) if FIMA
contributes at least 50% of the total costs associated with both the monkey
trials and the human clinical trials, then the royalty shall be equal to 3% of
all Net Revenues received by the Company from the sale of the Parkinson's
Therapy in the Covered Territories until the Company has paid FIMA 200% of the
aggregate amount contributed by FIMA to the completion of the monkey trials and
the human clinical trials, and, thereafter, the Company shall pay FIMA a royalty
equal to 2% of all Net Revenues received by the Company from the sale of the
Parkinson's Therapy in the Covered Territories; or (iii) if FIMA contributes
less than 50% of the total costs associated with the monkey trials and the human
clinical trials, then the royalty shall be reduced from the amounts described in
clauses (i) and (ii) above by an appropriate proportionate amount.
The Company will be the sole owner of all intellectual property related with the
Therapy which is made, conceived, reduced to practice, created, written,
designed or developed in connection with the Agreement.
The foregoing description is subject to, and qualified in its entirety by, the
Agreement filed as an exhibit hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 Collaboration Agreement, dated as of December 26, 2006, by and between the
Company and FIMA.
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.
Brainstorm Cell Therapeutics Inc.
Date: January 23, 2007 By: /s/ Yoram Drucker
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Yoram Drucker
Chief Operating Officer
EXHIBIT INDEX
Exhibit No. Description
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10.1 Collaboration Agreement, dated as of December 26, 2006, by and
between the Company and FIMA.