<PAGE>
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): August 15, 1996
---------------
NORTH AMERICAN VACCINE, INC.
-------------------------------
(Exact name of registrant as specified in its charter)
Canada 1-10451 98-0121241
------ ------- ----------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
12103 Indian Creek Court
Beltsville, Maryland 20705
------------------------ -----
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (301) 470-6100
--------------
(Former Name or Former Address, if Changed Since Last Report)
Page 1 of 3 pages.
There is no exhibit index.
<PAGE>
ITEM 5. OTHER EVENTS.
On August 15, 1996, North American Vaccine, Inc. (the "Company")
and Abbott Laboratories ("Abbott") reached agreement in principle for
Abbott to market the Company's diphtheria, tetanus and acellular pertussis
("DTaP") vaccine.
The proposed marketing agreement also would allow Abbott to
market the Company's combination vaccines that are currently under
development. These vaccines will combine the DTaP vaccine with antigens
for the prevention of polio ("IPV") and Haemophilus Influenzae type b
("Hib").
Abbott would hold exclusive rights to market the DTaP and
combination vaccines to private physicians and managed care markets in the
United States for immunization of infants and children. The Company would
market the DTaP and combination vaccines to government purchasers,
including state governments and the Centers for Disease Control and
Prevention.
Under the terms of the proposed agreement, the Company would
receive payments upon execution of the definitive agreements, including a
marketing fee, development payments and an equity investment. The Company
also would receive future development fees and milestone payments when the
vaccines receive regulatory approval in the United States. Total fees and
equity payments to be received under the terms of the proposed agreement,
assuming satisfaction of all milestones, would be $42 million. In
addition, the Company would receive revenues as the vaccine products are
sold.
The completion of the transaction is subject to the negotiation
and execution of definitive agreements and to the satisfaction of usual
and customary closing conditions, including approvals by management and
the board of directors. There can be no assurances that the transaction
will ultimately be consummated.
The Company submitted a product license application to the U.S.
Food and Drug Administration in September 1995 for regulatory approval to
market and sell its DTaP vaccine, which regulatory approval is currently
pending.
- 2 -
<PAGE>
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.
NORTH AMERICAN VACCINE, INC.
By: /s/ Sharon Mates
-------------------------
Sharon Mates, Ph.D.
President
Dated: August 16, 1996
- 3 -
<PAGE>
