ImmunoGen, Inc. Form 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 2, 2006

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.)
 


128 Sidney Street, Cambridge, MA 02139
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code: (617) 995-2500

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 8.01 - OTHER EVENTS

On October 4, 2006, ImmunoGen, Inc. (Nasdaq: IMGN) announced that sanofi-aventis has initiated clinical testing of AVE1642. AVE1642, a therapeutic antibody that binds to the Insulin-like Growth Factor 1 Receptor (IGF-1R), was developed by ImmunoGen and licensed to sanofi-aventis as part of a broader collaboration between the companies. IGF-1R is a receptor that is overexpressed on many different cancers. For each compound developed under this collaboration, ImmunoGen is entitled to receive milestone payments that could potentially total $21.5 to $30 million, plus royalties on sales. The initiation of clinical testing of AVE1642 triggers a $2 million milestone payment to ImmunoGen.


A copy of the press release is attached to this current report on Form 8-K as Exhibit 99.1.



 
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

Exhibit No.
 
Exhibit
99.1
 
Press Release of ImmunoGen, Inc. dated October 4, 2006
     






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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 4, 2006
 
/s/ Daniel M. Junius
 
 
 
 
   
Daniel M. Junius
   
Executive Vice President and Chief Financial Officer
     


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EXHIBIT INDEX


Exhibit No.
 
Exhibit
99.1
 
Press Release of ImmunoGen, Inc. dated October 4, 2006
     

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Exhibit 99.1

128 Sidney Street, Cambridge, MA 02139                                            TEL: (617) 995-2500 FAX: (617) 995-2510

Contacts

Investors:
Carol Hausner
Executive Director, Investor Relations and
Corporate Communications
ImmunoGen, Inc.
(617) 995-2500
info@immunogen.com
Media:
Kira Gordon
KMorrisPR
(646) 243-4920
KiraGordon@earthlink.net
 

For Immediate Release

ImmunoGen Announces Initiation of Clinical Testing of AVE1642
Anticancer Compound in Collaboration with sanofi-aventis
 
- Event Triggers $2 Million Milestone Payment to ImmunoGen -
 

 
CAMBRIDGE, MA, October 4, 2006 - ImmunoGen, Inc. (Nasdaq: IMGN) today announced that sanofi-aventis has initiated clinical testing of AVE1642, a therapeutic antibody that binds to the Insulin-like Growth Factor 1 Receptor (IGF-1R). This event triggers a $2 million milestone payment to ImmunoGen. AVE1642 is an anticancer compound that was developed by ImmunoGen and licensed to sanofi-aventis as part of a broader collaboration between the companies.

“Two compounds - AVE9633 and AVE1642 - created by ImmunoGen scientists are now in clinical testing through our collaboration with sanofi-aventis,” commented Mitchel Sayare, Chairman and CEO. “Additional anticancer agents are advancing toward the clinic through this collaboration, including the SAR3419 compound that ImmunoGen created for the treatment of B-cell malignancies.”

ImmunoGen and sanofi-aventis have an ongoing collaboration to discover, develop, and commercialize novel anticancer products using ImmunoGen’s antibody expertise as well as the Company’s Tumor-Activated Prodrug (TAP) technology. AVE1642 is an unconjugated or “naked” antibody that targets IGF-1R, a receptor that is overexpressed on many different cancers. AVE9633, a TAP compound, targets CD33 and is in clinical testing for the treatment of acute myeloid leukemia. SAR3419 is a CD19-targeting TAP compound that is in preclinical development for the treatment of B-cell malignancies including non-Hodgkin’s lymphoma.

For each compound in this collaboration, ImmunoGen is entitled to receive milestone payments that could potentially total $21.5 to $30 million plus royalties on sales. ImmunoGen also has certain co-promotion rights and receives manufacturing payments for preclinical and initial clinical materials made on behalf of sanofi-aventis. Additionally, the agreement provides ImmunoGen with committed funding for the course of the research collaboration between the two companies.

About ImmunoGen, Inc.
ImmunoGen, Inc. develops targeted anticancer biopharmaceuticals. The Company’s proprietary TAP technology uses tumor-targeting antibodies to deliver a potent cell-killing agent specifically to cancer cells. Five anticancer compounds are in clinical testing through ImmunoGen and the Company’s collaborators - huN901-DM1 and huC242-DM4, which are wholly owned by ImmunoGen, AVE9633 and AVE1642, in development by sanofi-aventis, and trastuzumab-DM1, in development by Genentech. Amgen (formerly Abgenix), Biogen Idec, Biotest AG, Boehringer Ingelheim, Centocor, Genentech, Millennium Pharmaceuticals, Inc., and sanofi-aventis have licensed the right to develop and/or test TAP compounds to specific targets; ImmunoGen also has a broader collaboration with sanofi-aventis.

This press release includes forward-looking statements. For these statements, ImmunoGen claims the protection of the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. It should be noted that there are risks and uncertainties related to the Company’s development of its own products, as well as to the development of products by our collaborators. A review of these risks can be found in ImmunoGen’s Annual Report on Form 10-K for the fiscal year ended June 30, 2006 and other reports filed with the Securities and Exchange Commission.


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