0001104659-14-070413.txt : 20141007 0001104659-14-070413.hdr.sgml : 20141007 20141007083034 ACCESSION NUMBER: 0001104659-14-070413 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141003 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20141007 DATE AS OF CHANGE: 20141007 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: 141144203 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 a14-22046_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): October 3, 2014

 

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 October 3, 2014, Novartis Institutes for BioMedical Research, Inc. (“Novartis”) exercised its rights under its Multi-Target Agreement with ImmunoGen, Inc. (also referred to as “we,” “our” or “us”) to take three licenses for exclusive rights to develop and commercialize anticancer products to three undisclosed targets using our antibody-drug conjugate technology.  Novartis has now taken all licenses permitted under the Multi-Target Agreement.

 

The exercise by Novartis of its rights to take these licenses results in $25.7 million in revenue being recorded by ImmunoGen in the current quarter, inclusive of exercise fees for these licenses payable in cash and the amortization of the remaining portion of the upfront fee paid by Novartis with the establishment of the Multi-Target Agreement.  Additionally, each license entitles us to receive up to $199.5 million in milestone payments plus royalties on the commercial sales of any resulting products.  Novartis is responsible for the development, manufacturing and marketing of any products resulting from these licenses.

 

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: October 7, 2014

/s/ Daniel M. Junius

 

 

 

Daniel M. Junius

 

President and Chief Executive Officer

 

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