0001104659-13-090569.txt : 20131217 0001104659-13-090569.hdr.sgml : 20131217 20131217074549 ACCESSION NUMBER: 0001104659-13-090569 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131216 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20131217 DATE AS OF CHANGE: 20131217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMMUNOGEN INC CENTRAL INDEX KEY: 0000855654 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 042726691 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17999 FILM NUMBER: 131280439 BUSINESS ADDRESS: STREET 1: 830 WINTER ST CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: (781)895-0600 MAIL ADDRESS: STREET 1: 830 WINTER ST CITY: WALTHAM STATE: MA ZIP: 02451 8-K 1 a13-26480_18k.htm 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): December 16, 2013

 

ImmunoGen, Inc.

(Exact name of registrant as specified in its charter)

 

Massachusetts

 

0-17999

 

04-2726691

(State or other
jurisdiction of
incorporation)

 

(Commission File
Number)

 

(IRS Employer
Identification No.)

 

830 Winter Street, Waltham, MA 02451

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (781) 895-0600

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

ITEM 7.01 — REGULATION FD DISCLOSURE

 

On December 16, 2013, ImmunoGen, Inc. (referred to as “we,” “us” or the “Company”) entered into a license agreement with sanofi-aventis U.S. LLC (“Sanofi”) granting Sanofi rights to use our maytansinoid-based antibody-drug conjugate (ADC) technology to develop and commercialize products directed to a specific antigen target on an exclusive basis. Sanofi took this development and commercialization license pursuant to the terms of an existing right-to-test agreement entered into by the Company and Sanofi in 2006, and it is the first such license taken under that agreement.

 

In accordance with the terms of the right-to-test agreement, execution of the license agreement entitles us to receive an exercise fee of $2,000,000. We are also entitled to receive up to a total of $30,000,000 in development and regulatory milestone payments under the license agreement, as well as royalties on the commercial sales of any resulting products.

 

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.

 

 

 

ImmunoGen, Inc.

 

(Registrant)

 

 

Date: December 17, 2013

/s/ Daniel M. Junius

 

 

 

Daniel M. Junius

 

President and Chief Executive Officer

 

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