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): March 16, 2011
CHAMPIONS BIOTECHNOLOGY,
INC.
(Exact name of registrant as
specified in its charter)
| Delaware | 0-17263 | 52-1401755 | ||
| (State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| Science and Technology Park
at Johns Hopkins 855 N. Wolfe Street, Suite 619, Baltimore, Maryland |
21205 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (410) 369-0365
| Inapplicable |
| (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:
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))
INFORMATION TO BE INCLUDED IN THE REPORT
Item 1.01. Entry into a Material Definitive Agreement.
On March 16, 2011, Champions Biotechnology, Inc. ( “Champions”) entered into an Agreement (the “Agreement”) with Cephalon, Inc., a Delaware corporation (“Cephalon”), pursuant to which Champions will conduct low passage TumorgraftTM studies on proprietary chemical compounds provided by Cephalon to determine the activity or response of a compound in potential clinical indications.
Cephalon will pay Champions an initiation fee of $1,390,000 by April 15, 2011, and will, under certain conditions, also pay Champions various amounts upon achieving certain milestones. Potential milestone payments under the Agreement total $27 million. In addition, under certain conditions, Cephalon will pay Champions royalties on any commercialized products developed under the Agreement.
The Agreement includes customary representations and warranties of the parties and sets forth the parties’ respective termination rights and indemnification obligations.
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.
CHAMPIONS
BIOTECHNOLOGY, INC.
(Registrant)
Date: March 22, 2011
By: /s/ Joel
Ackerman
Joel Ackerman
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