-----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, SFDtPStLju8Wn/o2rFebu860JAC13Zn/80c0ZDLdtdwoFeU36pwBIFwc5Cc3rNaL Gs4Bh/BqnRO663qJp0gBnA== 0000719598-99-000013.txt : 19990514 0000719598-99-000013.hdr.sgml : 19990514 ACCESSION NUMBER: 0000719598-99-000013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990503 ITEM INFORMATION: FILED AS OF DATE: 19990513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MOLECULAR BIOSYSTEMS INC CENTRAL INDEX KEY: 0000719598 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 363078632 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10546 FILM NUMBER: 99618975 BUSINESS ADDRESS: STREET 1: 10030 BARNES CANYON RD CITY: SAN DIEGO STATE: CA ZIP: 92121-2789 BUSINESS PHONE: 6198127001 MAIL ADDRESS: STREET 1: 10030 BARNES CANYON ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 8-K 1 8-K 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): May 3, 1999 MOLECULAR BIOSYSTEMS, INC. (Exact name of registrant as specified in its charter) Delaware 1-10546 36-30878632 (State or other juris- (Commission file (IRS employer diction of incorporation) number) identification number) 10030 Barnes Canyon Road, San Diego, California 92121 (Address of principal executive offices) Registrant's telephone number, including area code: (619) 812-7200 Item 5. Other Events. Molecular Biosystems, Inc. and Mallinckrodt, Inc. Receive Notice of Lawsuit On May 5, 1999, Molecular Biosystems, Inc. (the "Company") announced that DuPont Pharmaceuticals Company ("DuPont") and ImaRx Pharmaceutical Corp. ("ImaRx") filed a lawsuit in the United States District Court for the District of Delaware against MBI and its marketing partner Mallinckrodt, Inc. The lawsuit alleges that the manufacture and sale of OPTISON(r) infringes U.S. Patent No. 5,547,656 owned by ImaRx and exclusively licensed to DuPont. A copy of the press release that the Company jointly issued with Mallinckrodt, Inc., on May 5, 1999, is attached to this Report as Exhibit 99.1. Mallinckrodt, Inc., is the Company's marketing partner for OPTISON in the United States and most other regions of the world. Statements in this current report on Form 8-K may constitute forward looking statements and are subject to numerous risks and uncertainties. Among the factors that could result in a materially different outcome are: the failure of OPTISON to gain market acceptance either in the U.S. or other markets; an adverse result in MBI's and Mallinckrodt's pending patent lawsuits, including the lawsuit announced by DuPont and ImaRx, or an adverse ruling by the PTO in the pending patent reexaminations; and other risk factors reported from time to time in MBI's and Mallinckrodt's filings with the Securities and Exchange Commission. 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 hereunto duly authorized. Date: May 12, 1999 Molecular Biosystems, Inc. By /s/ Elizabeth L. Hougen Elizabeth L. Hougen Executive Director, Finance and Chief Financial Officer Exhibit Index Sequentially Exhibit Description Numbered Page 99.1 Press release (May 5, 1999) 5 EX-99.1 2 EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Molecular Biosystems Contacts: Elizabeth Hougen, Chief Financial Officer (619) 812-7179 Patricia Sullivan, Manager, Investor Relations (619) 812-7146 Mallinckrodt Contacts: Media Contact: Barbara Abbett, (314) 654-5230 E-mail: Communications@mkg.com Investor Contact: Barbara Gould, (314) 654-3190 Invest@mkg.com MBI and Mallinckrodt Receive Notice of Lawsuit San Diego, California and St. Louis, Missouri, May 5, 1999 - Molecular Biosystems, Inc. (NYSE: MB) and Mallinckrodt Inc. (NYSE: MKG) said today that the two companies will aggressively defend their rights to manufacture and sell OPTISON(r), the only advanced generation cardiac ultrasound imaging agent commercially available in the United States and Europe. The announcement was made after DuPont Pharmaceuticals Company ("DuPont") and ImaRx Pharmaceutical Corp. ("ImaRx") filed a lawsuit in the United States District Court for the District of Delaware against MBI and its marketing partner Mallinckrodt. The lawsuit alleges that the manufacture and sale of OPTISON infringes U.S. Patent No. 5,547,656 owned by ImaRx and exclusively licensed to DuPont. "MBI firmly believes that the patent is invalid and the manufacture and sale of OPTISON does not infringe this patent," stated MBI's President and CEO Bobba Venkatadri. He further stated, "We will take all actions necessary to preserve MBI's and Mallinckrodt's right to manufacture and sell OPTISON." Bradley J. Fercho, president of Mallinckrodt's Imaging Group, said that the two companies expect to vigorously defend against the legal actions being pursued by their competitors. Developed by MBI and marketed in the United States and Europe by Mallinckrodt, OPTISON is used in more than 1,600 hospitals and cardiology group practices in the United States, Germany, Spain and the United Kingdom. MBI holds more than 60 valid patents worldwide protecting its proprietary microsphere technology, which has enabled the development of OPTISON. MBI, based in San Diego, California, is a world leader in developing contrast agents for diagnostic imaging. Its innovative product, OPTISON, enables improved diagnosis of heart disease through clearer ultrasound images. Based in St. Louis, Missouri, Mallinckrodt has three healthcare product groups - Imaging, Pharmaceuticals and Respiratory. It operates in more than 100 countries and had fiscal 1998 sales of $2.4 billion. This news release contains forward-looking statements that involve risks and uncertainties. Among the factors that could result in a materially different outcome are: the failure of OPTISON to gain market acceptance either in the U.S. or other markets; an adverse result in MBI's and Mallinckrodt's pending patent lawsuits, including the lawsuit announced by DuPont and ImaRx, or an adverse ruling by the PTO in the pending patent reexaminations; and other risk factors reported from time to time in MBI's and Mallinckrodt's filings with the Securities and Exchange Commission. For More Information on Molecular Biosystems by Fax, Dial 888-329-4007, or Visit its Website: www.mobi.com For More Information on Mallinckrodt, Visit its Website: www.mallinckrodt.com -----END PRIVACY-ENHANCED MESSAGE-----