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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): October 8, 1999
EPIX Medical, Inc.
(Exact name of registrant as specified in its charter)
Delaware 000-21863 04-3030815
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
71 ROGERS STREET
CAMBRIDGE, MASSACHUSETTS 02142
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 250-6000
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Page 1 of 3 pages
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ITEM 5. OTHER EVENTS.
On October 8, 1999, the Registrant entered into a Non-Negotiable
Promissory Note and Security Agreement (the "Loan") with Mallinckrodt, Inc.
("Mallinckrodt") pursuant to which the Registrant is eligible to borrow up to
$9.5 million from Mallinckrodt. The Loan bears interest, adjustable on a
quarterly basis, at the Prime Rate published in the Wall Street Journal. The
Loan shall be repayable in full on the earliest to occur of (i) October 1, 2002;
(ii) thirty days after the date of the First Commercial Sale of Licensed Product
in the Territory (as defined in the Registrant's Strategic Collaboration
Agreement with Mallinckrodt dated August 30, 1996, as amended (the "Strategic
Collaboration Agreement")) and (iii) thirty days after the first date upon which
the Registrant could reasonably repay all outstanding principal and interest on
the Loan without creating any reasonably foreseeable risk that the Registrant
shall be entitled to receive a loan from Mallinckrodt under the Strategic
Collaboration Agreement within six months of the date of any such repayment. The
Loan is secured by a first priority security interest in all of the Registrant's
intellectual property.
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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.
EPIX MEDICAL, INC.
(Registrant)
Date: October 26, 1999 /S/ MICHAEL D. WEBB
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Michael D. Webb
President and Chief Executive Officer
Page 3 of 3 pages
