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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): September 3, 1997
SuperGen, Inc.
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(Exact name of registrant as specified in its charter)
California 0-27628 94-3132190
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization File Number) Identification No.)
Two Annabel Lane, Suite 220, San Ramon, California 94583
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (510) 327-0200
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ITEM 5. OTHER EVENTS
SuperGen, Inc. (the "Company") entered into a License Agreement dated as of
September 3, 1997 (the "Agreement") with The Stehlin Foundation for Cancer
Research ("Stehlin") and SuperCampto Corporation. Stehlin owns certain
intellectual property rights relating to a patented anti-cancer compound called
RFS 2000. Pursuant to the Agreement, Stehlin granted to the Company exclusive
rights to RFS 2000 to develop and commercialize products in exchange for payment
of Company common stock having a market value of $2,500,000, additional research
and milestone payments and royalties on eventual product sales. The Company
agreed to use commercially reasonable efforts in performing development
activities and in obtaining regulatory approval of any developed products. The
Agreement became effective on September 3.
This description is a summary only and is qualified by reference in its
entirety to the documents filed.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
a. Financial Statements: not applicable.
b. Pro Forma Financial Information: not applicable.
c. Exhibits:
(a)(b) 10.1 License Agreement dated September 3, 1997 between the
Registrant, The Stehlin Foundation for Cancer Research and
SuperCampto Corporation.
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(a) Incorporated by reference from the Registrant's Post-Effective Amendment
No. 2 on Form S-3 to Form SB-2 filed with the Securities and Exchange
Commission on October 6, 1997. The exhibit listed is incorporated by
reference to Exhibit 10.28 of Registrant's Post-Effective Amendment No. 2
on Form S-3 to Form SB-2.
(b) Confidential treatment has been previously granted for certain portions of
this exhibit.
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SIGNATURE
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.
SUPERGEN, INC.
Dated: November 3, 1997 By: /s/ Joseph Rubinfeld
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Joseph Rubinfeld, Ph.D.
Chief Executive Officer, President
and Director
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INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
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(a) (b) 10.1 License Agreement dated September 3, 1997
between the Registrant, The Stehlin Foundation
for Cancer Research and SuperCampto Corporation.
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(a) Incorporated by reference from the Registrant's Post-Effective Amendment
No. 2 on Form S-3 to Form SB-2 filed with the Securities and Exchange
Commission on October 6, 1997. The exhibit listed is incorporated by
reference to Exhibit 10.28 of Registrant's Post-Effective Amendment No. 2
on Form S-3 to Form SB-2.
(b) Confidential treatment has been previously granted for certain portions of
this exhibit.