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): December 9, 2016
JAGUAR ANIMAL HEALTH, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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001-36714 |
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46-2956775 |
(State or other jurisdiction of |
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(Commission File Number) |
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(IRS Employer Identification No.) |
201 Mission Street, Suite 2375 |
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94105 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (415) 371-8300
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 (see General Instruction A.2. below):
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))
Item 1.01 Entry into a Material Definitive Agreement.
On December 9, 2016, Jaguar Animal Health, Inc. (the Company) announced its entry into a distribution agreement (the Agreement) with Henry Schein, Inc. (Henry Schein). Under the Agreement, Henry Schein Animal Health, the U.S. animal health division of Henry Schein, will serve as the Companys exclusive distributor, seller and promoter of the Companys Neonorm Foal product to all segments of the U.S. equine market. The terms of the Agreement specify monthly service levels and annual sales targets and state that the Company is responsible for all activities and costs to obtain any federal, state or local clearances required for distribution of the Neonorm Foal product in the U.S. The Agreement also contains provisions regarding marketing, forecasting and ordering, delivery arrangements, payment terms, confidentiality and indemnification, as well as other customary provisions. The Agreement became effective on December 9, 2016, and, subject to provisions specified in the Agreement, shall continue in force for an initial period of one year. Thereafter, unless either party notifies the other of its intent not to renew the term of the Agreement at least 30 days prior to the end of the then current term, the term shall be automatically renewed upon expiration for successive renewal terms of one year.
On December 12, 2016, the Company issued a press release announcing the Agreement. The Company is furnishing a copy of the press release, which is attached as Exhibit 99.1 to this Form 8-K.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which will be filed as an exhibit to the Companys Annual Report on Form 10-K for the year ended December 31, 2016.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
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Description |
99.1 |
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Jaguar Animal Health, Inc. Press Release dated December 12, 2016. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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JAGUAR ANIMAL HEALTH, INC. | ||
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By: |
/s/ Karen S. Wright | |
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Name: |
Karen S. Wright |
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Title: |
Chief Financial Officer |
Date: December 15, 2016
Exhibit 99.1
Jaguar Animal Health and Henry Schein, Inc. Sign Exclusive Distribution Agreement for Neonorm Foal
San Francisco, CA (December 12, 2016): Jaguar Animal Health, Inc. (NASDAQ: JAGX) (Jaguar), an animal health company focused on developing and commercializing first-in-class gastrointestinal products for companion and production animals, foals, and high value horses, today announced that it has signed a distribution agreement (the Agreement) with Henry Schein, Inc., the worlds largest provider of health care products and services to office-based dental, animal health and medical practitioners, for exclusive distribution of Jaguars Neonorm Foal product to all segments of the U.S. equine market.
Henry Scheins animal health business, Dublin, Ohio-based Henry Schein Animal Health, employs approximately 900 team members and had 2015 net sales of $2.9 billion. With 12 strategically positioned, state-of-the-art distribution facilities and 10 inside sales centers nationwide, we believe Henry Schein Animal Health is positioned to bring a broad selection of veterinary products and strategic business solutions to more than 26,000 veterinary professionals nationwide.
Neonorm Foal is a natural, clinically-tested, non-drug product designed for use as an anti-diarrheal in foals. The product, which acts locally in the gut and is minimally absorbed systemically, contains a proprietary, standardized botanical extract derived from the Croton lechleri tree, which is sustainably harvested.
Neonorm Foal was featured at Henry Scheins booth at the American Association of Equine Practitioners (AAEP) Annual Convention in Orlando from December 4th 6th, 2016.
We are very excited to have the support of one the worlds leading companion animal health distribution companies in our effort to drive sales of Neonorm Foal throughout the U.S. equine market, stated Lisa Conte, Jaguars president and CEO. We look forward to leveraging the great exposure that Neonorm Foal received at last weeks AAEP conference and collaborating closely with Henry Scheins team of sales personnel dedicated to the equine space.
Diarrhea is one of the most common clinical complaints in foals, especially within the first 30 days of life, and to the Companys knowledge there are currently no commercially available products with anti-secretory properties for foals. The crippling effects of dehydration that often occur as a result of secretory diarrhea in foals can manifest quickly, precipitate adverse health effects and result in death.
Foaling season in the northern hemisphere takes place from January to July. Jaguar estimates that approximately 300,000 to 360,000 foals are born in the US each year based on data from the American Horse Council that states that there are currently 9.2 million horses in the U.S., a population that includes 844,531 race horses, more than 2.7 million show horses, and more than 3.9 million recreational horses. Data from the Food and Agriculture Organization of the United Nations indicate that there were approximately 5.7 million horses in Europe in 2013 and nearly 60 million horses in 2013 worldwide.
The Agreement became effective on December 9, 2016, and, subject to provisions specified in the Agreement, shall continue in force for an initial period of one year. Thereafter, unless either party notifies the other of its intent not to renew the term of the Agreement at least 30 days prior to the end of the then current term, the term shall be automatically renewed upon expiration for successive renewal terms of one year.
About Jaguar Animal Health, Inc.
Jaguar Animal Health, Inc. is an animal health company focused on developing and commercializing first-in-class gastrointestinal products for companion and production animals, foals, and high value horses. Canalevia is Jaguars lead prescription drug product candidate, intended for the treatment of various forms of diarrhea in dogs. Equilevia (formerly referred to as SB-300) is Jaguars prescription drug product candidate for the treatment of gastrointestinal ulcers in horses. Canalevia and Equilevia contain ingredients isolated and purified from the Croton lechleri tree, which is sustainably harvested. Neonorm Calf and Neonorm Foal are the Companys lead non-prescription products. Neonorm is a standardized botanical extract derived from the Croton lechleri tree. Canalevia and Neonorm are distinct products that act at the same last step in a physiological pathway generally present in mammals. Jaguar has nine active investigational new animal drug applications, or INADs, filed with the FDA and intends to develop species-specific formulations of Neonorm in six additional target species, formulations of Equilevia in horses, and Canalevia for cats and dogs.
For more information, please visit www.jaguaranimalhealth.com.
Forward-Looking Statements
Certain statements in this press release constitute forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Exchange Act of 1934. These include statements regarding the belief that Henry Schein Animal Health is positioned to bring a broad selection of veterinary products and strategic business solutions to more than 26,000 veterinary professionals nationwide, planned efforts by Jaguar and Henry Schein to drive sales of Neonorm Foal throughout the U.S. equine market, the Companys plans to leverage the exposure that Neonorm Foal received at the AAEP conference, and Jaguars intention to develop species-specific formulations of Neonorm in six additional target species, formulations of Equilevia in horses, and Canalevia for cats and dogs. In some cases, you can identify forward-looking statements by terms such as may, will, should, expect, plan, aim, anticipate, could, intend, target, project, contemplate, believe, estimate, predict, potential or continue or the negative of these terms or other similar expressions. The forward-looking statements in this release are only predictions. Jaguar has based these forward-looking statements largely on its current expectations and projections about future events. These forward-looking statements speak only as of the date of this release and are subject to a number of risks, uncertainties and assumptions, some of which cannot be predicted or quantified and some of which are beyond Jaguars control. Except as required by applicable law, Jaguar does not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.
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Source: Jaguar Animal Health, Inc.
Contact:
KCSA Strategic Communications
Garth Russell
P: 212-896-1250
grussell@kcsa.com
Jaguar-JAGX