SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): October 14, 1999
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LEUKOSITE, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-22769 04-3173859
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
215 First Street, Cambridge, MA 02142
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (617) 621-9350
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
On October 14, 1999, LeukoSite, Inc. ("LeukoSite") issued a press
release (which is attached hereto as an Exhibit) announcing that it had signed
an Agreement and Plan of Merger with Millennium Pharmaceuticals, Inc.
("Millennium") and ANM, Inc., a wholly owned subsidiary of Millennium (the
"LeukoSite Merger Agreement"), pursuant to which LeukoSite will become a wholly
owned subsidiary of Millennium.
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS
Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Item 601(a)
of Regulation S-K
Exhibit No. Description
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99.1 Press release announcing the signing of the LeukoSite
Merger Agreement, dated October 14, 1999.
99.2 Agreement and Plan of Merger, dated October 14, 1999,
by and among Millennium, ANM, Inc. and LeukoSite.
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
Not applicable.
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.
LEUKOSITE, INC.
(Registrant)
By: /s/ Augustine Lawlor
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Augustine Lawlor,
Vice President, Corporate Development
and Chief Financial Officer
Dated: October 20, 1999
INDEX TO EXHIBITS
Exhibit No. Description
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99.1 Press release announcing the signing of the LeukoSite
Merger Agreement, dated October 14, 1999.
99.2 Agreement and Plan of Merger, dated October 14, 1999,
by and among Millennium, ANM, Inc. and LeukoSite.