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): MARCH 22, 1999 IGEN INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-23252 94-2852543 (State or other jurisdiction of (Commission File No.) (IRS Employer incorporation) Identification No.) 16020 INDUSTRIAL DRIVE GAITHERSBURG, MD 20877 (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (301) 984-8000 ITEM 5. OTHER EVENTS On March 22, 1999, IGEN International, Inc. sold $30 million of notes to John Hancock Mutual Life Insurance Company. The notes have a term of seven years and bear interest at the rate of 8.5% per annum. A copy of the press release announcing the financing is filed herewith as an exhibit. ITEM 7. EXHIBIT EXHIBIT NO. TITLE OF EXHIBIT - ----------- ---------------- 99.1 Press release dated March 23, 1999 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 hereto duly authorized. IGEN International, Inc. March 29, 1999 /S/ George V. Migausky ------------------------------------------- George V. Migausky Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) INDEX TO EXHIBIT EXHIBIT NO. TITLE OF EXHIBIT PAGE 99.1 Press release dated March 23, 1999 5