-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MoXa2KONst3ZdVOup2+D7v0uY8Uxj2mr8BN1dCcrlFZpgmhINJ7s62elsuRgBZzO k4Yxe5f/O+gvSPEQn8QjFg== 0000890566-99-001331.txt : 19991018 0000890566-99-001331.hdr.sgml : 19991018 ACCESSION NUMBER: 0000890566-99-001331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991008 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991008 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERLEUKIN GENETICS INC CENTRAL INDEX KEY: 0001037649 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] IRS NUMBER: 943123681 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23413 FILM NUMBER: 99725179 BUSINESS ADDRESS: STREET 1: 100 NE LOOP 410 STREET 2: STE 820 CITY: SAN ANTONIO STATE: TX ZIP: 78216-4749 BUSINESS PHONE: 2103496400 MAIL ADDRESS: STREET 1: 100 NE LOOP 410 STREET 2: STE 820 CITY: SAN ANTONIO STATE: TX ZIP: 78216 FORMER COMPANY: FORMER CONFORMED NAME: MEDICAL SCIENCE SYSTEMS INC DATE OF NAME CHANGE: 19971003 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Filed Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) OCTOBER 8, 1999 INTERLEUKIN GENETICS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) TEXAS - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-23413 94-3123681 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 100 N.E. LOOP 410, SUITE 820, SAN ANTONIO, TEXAS 78216 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (210) 349-6400 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. OTHER EVENTS. On October 8, 1999, Interleukin Genetics, Inc. (the "Company") announced that it had entered into a new arrangement with the University of Sheffield, U.K. ("Sheffield"). The Company's Press Release issued on October 8, 1999 announcing the new arrangement with Sheffield is attached hereto as Exhibit 99.1 and incorporated by reference herein. Item 7. FINANCIAL STATEMENTS AND EXHIBITS. EXHIBIT NUMBER DESCRIPTION Exhibit 99.1 Press Release issued by Interleukin Genetics, Inc. on October 8, 1999 regarding the new arrangement with the University of Sheffield (filed herewith) 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. INTERLEUKIN GENETICS, INC. By /s/ U. SPENCER ALLEN U. Spencer Allen, Chief Financial Officer, Secretary and Treasurer DATE: October 8, 1999 -2- EX-99.1 2 EXHIBIT 99.1 [INTERLEUKIN GENETICS LETTERHEAD] FOR IMMEDIATE RELEASE INTERLEUKIN GENETICS ANNOUNCES RESTRUCTURING OF AGREEMENT WITH SHEFFIELD UNIVERSITY SAN ANTONIO, TX OCTOBER 8, 1999 Interleukin Genetics, Inc. (NASDAQ Small Cap: ILGN) announced today that it has entered into a new arrangement with the University of Sheffield, U.K., replacing the research and development agreement that has been in place since 1996. Under the terms of the new relationship, Sheffield University received equity in Interleukin Genetics in exchange for dedicating resources to the joint venture discovery program in the genetics and control of inflammatory diseases. Under the prior agreement the University received a portion of the net profits which Interleukin Genetics earned as a result of the commercialization of the discoveries from the alliance. The terms of the new partnership (which has a term of five years) apply to discoveries that have already been patented, as well as to future discoveries. On September 30, 1999, the Company issued 475,000 shares of common stock to Sheffield and its investigators in connection with the new arrangement. Every year ILGN will issue stock options to Sheffield and its investigators for each new ILGN patent application based on Sheffield's research. This relationship with Sheffield enables Interleukin Genetics to commercialize Sheffield's genetic discoveries relating to the regulation and genetics of inflammation without incurring the expenses associated with a research program of Sheffield's magnitude. Sheffield's genetic research team is headed by Professor Gordon Duff, Ph.D., a world leader in the field of genetics relating to the body's inflammatory response. Sheffield's Division of Molecular and Genetic Medicine has a team of over 60 PhDs and MDs conducting research in the genetics and functional biology of proteins, such as interleukins, that are involved in many of the common diseases of our aging population. Many of Interleukin Genetics' patents cover these genetic factors, which influence both the incidence and the rate of progression of disease. Dr. Kenneth Kornman, President and Chief Scientific Officer for Interleukin Genetics, stated, "We are extremely pleased with the new arrangement with Sheffield University. This new agreement assures us of continued access to Sheffield's research, and further indicates Sheffield's confidence in our ability to successfully commercialize these important findings. We are very pleased to continue to be associated with Professor Gordon Duff and the other outstanding members of the research team." Interleukin Genetics discovers, develops, and commercializes diagnostic tests and therapeutics based on genetic factors that regulate control points in the inflammatory processes. ILGN is developing genetic susceptibility tests for osteoporosis, coronary artery disease, complications of diabetes, asthma, pulmonary fibrosis, and meningitis/sepsis. PST(R), a test predictive of risk for periodontal disease, is currently available in the U.S. and most of Europe. ILGN also develops and licenses bioinformatics tools, such as BioFusion(R), to pharmaceutical companies for use in drug discovery and development. PST(R) is a registered service mark of Interleukin Genetics, Inc. BioFusion(R)is a registered trademark of Interleukin Genetics, Inc. Additional information can be found on Interleukin Genetics' website at WWW.ILGENETICS.COM. CERTAIN STATEMENTS CONTAINED HEREIN ARE "FORWARD-LOOKING" STATEMENTS (AS SUCH TERM IS DEFINED IN THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995). BECAUSE SUCH STATEMENTS INCLUDE RISKS AND UNCERTAINTIES, ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS INCLUDE, BUT ARE NOT LIMITED TO, RISK OF MARKET ACCEPTANCE OF COMPANY PRODUCTS, RISK OF TECHNOLOGY AND PRODUCTS OBSOLESCENCE, DELAYS IN DEVELOPMENT OF PRODUCTS, RELIANCE ON PARTNERS, COMPETITIVE RISKS AND THOSE RISKS AND UNCERTAINTIES DESCRIBED IN THE COMPANY'S FORM S-3 FILED JULY 23, 1999, AS AMENDED (COMMISSION FILE #333-83631), AND THE COMPANY'S ANNUAL REPORT ON FORM 10-KSB FOR THE YEAR ENDED DECEMBER 31, 1998, AND IN OTHER FILINGS MADE BY THE COMPANY WITH SECURITIES AND EXCHANGE COMMISSION. THE COMPANY DISCLAIMS ANY OBLIGATION TO UPDATE THESE FORWARD-LOOKING STATEMENTS. -----END PRIVACY-ENHANCED MESSAGE-----