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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): March 16, 1998
Biogen, Inc.
(Exact name of Registrant as specified in its charter)
Massachusetts 0-12042 04-3002117
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
14 Cambridge Center
Cambridge, MA 02142
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 679-2000
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ITEM 5. OTHER EVENTS.
On March 16, 1998, the Registrant publicly disseminated a press release
announcing a decision by an International Chamber of Commerce arbitration panel
in connection with a dispute between the Registrant and ASTA Medica
Aktiengesellschaft of Berlin, Germany ("ASTA") regarding a License, Development
and Supply Agreement, dated May 30, 1989 (the "1989 Agreement"), among the
Registrant, ASTA, and Bioferon Biochemische Substanzen GmbH & Co ("Bioferon").
Bioferon was a joint venture between the Registrant and Rentschler Arzneimittel
GmbH & Co. of Laupheim, Germany, which entered bankruptcy in 1993. In the
proceeding, ASTA had asked for a determination that the Registrant could not
terminate the 1989 Agreement as to ASTA solely as a result of Bioferon's
bankruptcy and a further determination that the Registrant was required to
supply ASTA with recombinant beta interferon. The arbitration panel ruled that,
as between the Registrant and ASTA, the 1989 Agreement was not terminated as a
result of the bankruptcy of Bioferon, but that the Registrant was not required
to perform Bioferon's obligations under the 1989 Agreement and, as a result, has
no obligation to supply recombinant beta interferon to ASTA. Under the 1989
Agreement, ASTA was granted an exclusive license for a number of European
countries to certain intellectual property relating to recombinant beta
interferon, including the Registrant's European Fiers patent which has since
been revoked. In light of the panel's decision, the Registrant has notified ASTA
that it has terminated the 1989 Agreement based on ASTA's conduct and failure to
perform.
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 March 16, 1998.
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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.
Biogen, Inc.
By: /s/ Michael J. Astrue
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Michael J. Astrue
Vice President - General Counsel
Date: March 16, 1998
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EXHIBIT INDEX
Exhibit
Number Description
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99.1 The Registrant's Press Release
dated March 16, 1998
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EXHIBIT 99.1
Media Contact:
Kathryn R. Bloom
Director of Communications
Biogen, Inc.
tel: (617) 679-2851
Investment Community Contacts:
John Conley Elizabeth Woo
Treasurer and Director, Investor Relations Manager, Investor Relations
Biogen, Inc. Biogen, Inc.
tel: (617) 679-2812 tel: (617) 679-2822
FOR IMMEDIATE RELEASE
ARBITRATION PANEL DENIES ASTA CLAIM AGAINST
BIOGEN FOR SUPPLY OF BETA INTERFERON
Cambridge, MA (March 16, 1998) -- Biogen, Inc., today announced that it has
received a decision from an International Chamber of Commerce arbitration panel
in its dispute with ASTA Medica Aktiengesellschaft of Berlin, Germany, regarding
a 1989 agreement among Biogen, ASTA, and Bioferon Biochemische Substanzen GmbH &
Co. Bioferon was a joint venture between Biogen and Rentschler Arzneimittel GmbH
& Co. of Laupheim, Germany, which entered bankruptcy in 1993.
In the proceeding, ASTA had asked for a determination that Biogen could not
terminate the 1989 agreement as to ASTA solely as a result of Bioferon's
bankruptcy and that Biogen was required to supply ASTA with recombinant beta
interferon. While finding that, as between Biogen and ASTA, the 1989 agreement
was not terminated as a result of the bankruptcy of Bioferon, the arbitration
panel ruled that Biogen was not required to perform Bioferon's obligations. As a
result, the panel found that Biogen has no obligation to supply recombinant beta
interferon to ASTA.
Under the 1989 agreement, ASTA was granted an exclusive license for a number of
European countries to certain intellectual property relating to recombinant beta
interferon, including Biogen's European Fiers patent which has since been
revoked. In light of the panel's decision, Biogen has notified ASTA that it has
terminated the agreement based on ASTA's conduct and failure to perform.
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Jim Tobin, Biogen's Chief Executive Officer, stated, "We are pleased the
arbitrators agreed that Biogen was not responsible for the failure of Bioferon
and ruled that Biogen does not have any obligation to supply AVONEX(R) to ASTA.
We are confident that all of ASTA's rights have now been terminated."
Biogen, Inc., headquartered in Cambridge, MA, is a biopharmaceutical company
principally engaged in discovering and developing drugs for human healthcare
through genetic engineering. The Company's revenues are generated from U.S. and
European sales of AVONEX(R) (Interferon beta-1a) for treatment of relapsing
forms of multiple sclerosis, and from worldwide sales by licensees of a number
of products, including alpha interferon and hepatitis B vaccines and diagnostic
products. Biogen's research and development activities are focused on novel
products for multiple sclerosis, inflammatory, respiratory, kidney and
cardiovascular diseases and in development biology and gene therapy. For copies
of press releases and additional information about the Company, please consult
Biogen's homepage on the World Wide Web at http://www.biogen.com.
In addition to factual information, this press release contains forward-looking
statements that involve risks and uncertainties that could cause actual results
to differ materially from those reflected in the forward-looking statements.
Reference is made in particular to statements regarding the termination of the
1989 agreement as to ASTA. Factors which could cause actual results to differ
from the Company's expectations include, without limitation, uncertainties
inherent in the outcome of legal proceedings, including any arbitral or other
proceedings relating to Biogen's termination of the 1989 agreement as to ASTA.
