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): May 25, 2018

 

Titan Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

001-13341 94-3171940
(Commission File Number) (IRS Employer Identification No.)

 

400 Oyster Point Blvd., Suite 505, South San Francisco, CA 94080

 

(Address of principal executive offices and zip code)

 

650-244-4990

 

(Registrant’s telephone number including area code)

 

 

 

(Registrant’s 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 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(b) under the Exchange Act (17 CFR 240.14a-12(b))

 

¨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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

On May 25, 2018, Titan Pharmaceuticals, Inc. (the “Company” or “Titan”) entered into a Termination and Transition Services Agreement (the “Agreement”) with Braeburn Pharmaceuticals, Inc. (“Braeburn”) pursuant to which Titan will regain all rights to the commercialization and clinical development of Probuphine in the United States and Canada. Braeburn has paid Titan $1,000,000 and will provide assistance to Titan through December 28, 2018 to enable a smooth transition and ensure that patients and their doctors will continue to have support and access to this treatment. In addition, the Agreement provides for the immediate transfer to Titan all regulatory documentation and development data related to Probuphine.

 

Copies of the Agreement and the press release issued in connection therewith are attached hereto as Exhibits 10.1 and 99.1, respectively, and incorporated herein by reference.

 

Item 1.02. Termination of a Material Definitive Agreement.

 

The information set forth under Item 1.01 is hereby incorporated by reference into this Item 1.02 of this report.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit No. Description
   
10.1 Termination and Transition Services Agreement dated May 25, 2018 ±
99.1 Press Release, dated May 30, 2018

 

 

 

± Confidential treatment has been requested with respect to portions of this exhibit.

 

 

 

 

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 thereunto duly authorized.

 

  TITAN PHARMACEUTICALS, INC.  
       
       
  By: /s/ Sunil Bhonsle  
  Name:   Sunil Bhonsle  
  Title: Chief Executive Officer and President  
       
Dated: May 30, 2018