CURAGEN CORP
8-K, 1999-12-20
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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<PAGE>

                      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 9, 1999



                              CuraGen Corporation
            (Exact name of registrant as specified in its charter)

   Delaware                       0-23223                         06-1331400
- ------------------         ---------------------           ---------------------
(State or other                (Commission                      (IRS Employer
jurisdiction of                File Number)                  Identification No.)
incorporation)


                       555 Long Wharf Drive, 11th Floor
                         New Haven, Connecticut 06511
                       --------------------------------
              (Address of principal executive offices) (Zip Code)


      Registrant's telephone number, including area code: (203) 401-3330
      ------------------------------------------------------------------

                               Page 1 of 6 pages
<PAGE>

ITEM 5.   OTHER EVENTS.

  On December 9, 1999, the Registrant publicly disseminated a press release
announcing that the Registrant entered into a strategic alliance with Abgenix,
Inc. to develop and commercialize genomics-based antibody drugs using
XenoMouse(TM) technology.  The information contained in the press release is
incorporated herein by reference and filed as Exhibit 99.1 hereto.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.


(c)  Exhibits.

  99.1     The Registrant's Press Release dated December 9, 1999.

                               Page 2 of 6 pages
<PAGE>

                                 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.


                                    CURAGEN CORPORATION
                                    (Registrant)



Date: December 17, 1999             /s/ David M. Wurzer
                                    -----------------------------
                                    David M. Wurzer
                                    Executive Vice President, Treasurer and
                                    Chief Financial Officer

                               Page 3 of 6 pages
<PAGE>

                                 EXHIBIT INDEX
                                 -------------

Exhibit                                            Sequential
Number      Description                            Page Number
- -------     -----------                            -----------

99.1        The Registrant's Press Release              5
            dated December 9, 1999.


                               Page 4 of 6 pages

<PAGE>

                                                555 Long Wharf Drive, 11th Floor
                                                            New Haven, CT  06511
                                                                  (203) 401-3330
                                                             (203) 401-3331  Fax
Exhibit 99.1

                        Press Release of the Registrant

Contact:         Kurt Leutzinger              CuraGen Corporation
                 Abgenix, Inc.                Mark R. Vincent
                 Vice President and           Director, Corporate Communications
                 Chief Financial Officer      1-888-GENOMICS
                 (510) 608-6575               www.curagen.com
                                              ---------------
                 and
                 Marion E. Glick
                 Porter Novelli
                 (212) 601-8273

                ABGENIX AND CURAGEN ESTABLISH LARGE-SCALE DRUG
                             DEVELOPMENT ALLIANCE
          - COMPANIES TO DEVELOP GENOMICS-BASED HUMAN ANTIBODY DRUGS -

FREMONT, CA AND NEW HAVEN, CT -- DECEMBER 9, 1999 -- Abgenix, Inc. (Nasdaq:
ABGX), an antibody-based biopharmaceutical company and CuraGen Corporation
(Nasdaq: CRGN), an integrated genomics-based drug discovery and development
company, announced today the formation of a strategic alliance to develop and
commercialize genomics-based antibody drugs using XenoMouse(TM) technology.
This five-year alliance has been established to identify up to 120 fully human
antibody drug candidates intended for treating a broad range of complex diseases
including cancer and autoimmune disorders.  Antibodies to cancer antigens in
CuraGen's database will be generated exclusively with Abgenix' XenoMouse
technology during this alliance.  Under the terms of this agreement, Abgenix
will purchase $15 million of CuraGen common stock and CuraGen will provide
research support payments of $1.5 million per year.  In addition, both companies
will receive reciprocating milestone and royalty payments for products resulting
from this drug development alliance.

"Abgenix is impressed with CuraGen's technical capabilities with integrated
genomics-based drug discovery and development," stated R. Scott Greer, president
and CEO of Abgenix.  "This strategic alliance complements our existing
relationship with Human Genome Sciences and significantly expands our presence
in the genomics field.  We are also pleased to be joining Biogen and Genentech
as corporate partners with equity stakes in CuraGen."

"This strategic alliance changes the drug development landscape by establishing
a powerful platform for producing genomics-based antibody drugs over a shorter
period of time," stated Jonathan M. Rothberg, Ph.D., founder, chairman, and CEO
of Curagen Corporation.  "Abgenix has the leading technology for developing
fully human monoclonal antibody drugs.  Through this partnership, both companies
will leverage CuraGen's suite of genomics technologies and databases to
systematically mine the genome to discover appropriate drug targets against
which to use the XenoMouse(TM) technology for developing antibody drugs."


                                    - MORE -


                               Page 5 of 6 Pages
<PAGE>

Antibodies are naturally occurring proteins used by the body's immune system to
combat many diseases.  As therapeutic products, antibodies have several
potential advantages over other therapies.  The highly specific interaction
between an antibody and its target may, for example, reduce unwanted side
effects that may occur with other therapies.  Fully human antibodies are
desirable because they avoid the risk of rejection present with mouse or partial
mouse antibodies.

ABOUT ABGENIX, INC.
Abgenix is a biopharmaceutical company that develops and intends to
commercialize antibody therapeutic products for the treatment of a variety of
disease conditions, including transplant-related diseases, inflammatory and
autoimmune disorders, cardiovascular disease, infectious diseases, and cancer.
Abgenix has developed XenoMouse technology, which it believes enables quick
generation of high affinity, fully human antibody product candidates to
essentially any disease target appropriate for antibody therapy.  Abgenix has
collaborative arrangements with multiple pharmaceutical and biotechnology
companies involving its XenoMouse technology.  In addition, Abgenix has multiple
proprietary antibody product candidates that are under development internally,
three of which are in human clinical trials.  For more information on Abgenix,
visit the company's Web site at www.abgenix.com.
                                ---------------

ABOUT CURAGEN CORPORATION
CuraGen Corporation is advancing the discovery and development of pharmaceutical
and life science products through the systematic application of genomics.
CuraGen's fully integrated, Internet-based genomics technologies, services, and
information systems are designed to rapidly generate comprehensive information
about genes, human genetic variations, gene expression, biological pathways, and
potential products that affect these pathways.  CuraGen's strategic
collaborators include Abgenix, Biogen, COR Therapeutics, Genentech, Glaxo
Wellcome, Hoffman-LaRoche, and Pioneer Hi-Bred International.  The Company
employs over 300 people and is headquartered in New Haven, CT, with additional
facilities in Branford, CT and Alachua, FL.  Additional Company information is
available at http://www.curagen.com.
             ----------------------

This release may contain forward-looking statements that are subject to certain
risks and uncertainties, including the Company's ability to successfully enhance
and develop its technologies. Such statements are based on management's current
expectations and are subject to a number of factors and uncertainties that could
cause actual results to differ materially from those described in the forward-
looking statements. The Company cautions investors that there can be no
assurance that actual results or business conditions will not differ materially
from those projected or suggested in such forward-looking statements as a result
of various factors, including, but not limited to, the following: the Company's
early stage of development, technological uncertainty and product development
risks, uncertainty of additional funding, reliance on research collaborations,
competition, the Company's ability to protect its patents and proprietary rights
and uncertainties relating to commercialization rights.

Statements made in this press release about Abgenix's XenoMouse technology,
product development activities and corporate partnerships other than statements
of historical fact, are forward looking statements and are subject to a number
of uncertainties that could cause actual results to differ materially from the
statements made, including risks associated with the success of clinical trials,
the progress of research and product development programs, the regulatory
approval process, competitive products, future capital requirements and the
extent and breadth of Abgenix's patent portfolio. Please see Abgenix's quarterly
report on form 10Q dated November 13, 1998 and registration statement on form S-
1 dated July 2, 1998 and supplements thereto for a complete description of risks
which may affect Abgenix.

12/09/99

                                    - ### -

                               Page 6 of 6 pages


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