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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.20549
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FORM 8-K
CURRENT REPORT
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PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): May 8, 2000
IMMUNOGEN, INC.
(Exact name of registrant as specified in its Charter)
Massachusetts 0-17999 04-2726691
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation File Number) Identification No.)
333 Providence Highway, Norwood, Massachusetts 02062
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 769-4242
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ITEM 5. OTHER EVENTS
On May 8, 2000, ImmunoGen, Inc. and Genentech, Inc. announced a second
collaboration between the two companies. This second collaboration provides
Genentech with broad access to ImmunoGen's maytansinoid Tumor-Activated Prodrucg
(TAP) technology for use with proprietary antibodies. The multi-year agreement
provides Genentech with a license to utilize ImmunoGen's maytansinoid TAP
platform in its antibody product research efforts and an option to obtain
exclusive product licenses for a limited number of antigen targets over the
agreement's five-year term.
The agreement provides for an up-front technology access fee of $3 million and
potential milestone payments--assuming benchmarks are met--of up to nearly $40
million per antigen target, and royalties on net sales of resulting products.
Genentech will be responsible for manufacturing, product development and
marketing of any products developed through the collaboration; ImmunoGen will be
reimbursed for any preclinical materials that it makes under the agreement. The
agreement can be renewed for one subsequent three-year period, for an additional
technology access fee. Genentech is developing a Herceptin TAP conjugate under a
separate, previously announced, agreement with ImmunoGen.
The press release announcing the exclusive license agreement is incorporated
herein by reference and filed as exhibit 99.1 hereto.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(C) Exhibits.
99.1 The Registrant's Press Release dated May 8, 2000.
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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 hereto duly authorized.
ImmunoGen, Inc.
(Registrant)
Date: May 8, 2000 /s/Kathleen A. Carroll
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Kathleen A. Carroll
Vice President, Finance and
Administration, and principal
financial officer
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EXHIBIT INDEX
Exhibit Sequential
Number Description Page Number(s)
99.1 The Registrant's Press Release
dated May 8, 2000 5
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