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
Date of Report (Date of earliest event reported): March 2, 2000
EMISPHERE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-10615 13-3306985
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(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification No.)
incorporation)
765 Old Saw Mill River Road, Tarrytown, New York 10591
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (914) 347-2220
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Item 5. Other Events.
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On March 2, 2000, Emisphere Technologies, Inc. (the "Company")
announced that Novartis Pharma AG ("Novartis") will extend its collaboration
with Emisphere for the oral delivery of a second Novartis compound. The two
companies will collaborate to select a second drug compound from several
potential drug candidates.
Attached as Exhibit 99.1 and incorporated herein by reference is the
Company's press release, dated March 2, 2000.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits:
Exhibit number Description of Exhibit
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99.1 Press release dated March 2, 2000
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Signatures
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Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Date: March 2, 2000
EMISPHERE TECHNOLOGIES, INC.
/s/ Charles H. Abdalian
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Name: Chalres H. Abdalian, Jr.
Title: Vice President, Chief Finaicial
Officer and Secretary
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EXHIBIT INDEX
Exhibit number Description of Exhibit
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99.1 Press Release dated March 2, 2000
Exhibit 99.1
For further information contact:
Novartis Pharma AG
Dr. Felix Raeber
Director, Media Relations
41 61 324 2349
Emisphere Technologies, Inc.
Charles H. Abdalian, Jr.
Chief Financial Officer
(914) 785-4763
or
Morgen-Walke Associates, Inc
Investor Relations: Jill Meleski
Press Contact: Gregory Tiberend
(212) 850-5600
NOT FOR IMMEDIATE RELEASE
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NOVARTIS PHARMA AG EXTENDS COLLABORATION WITH EMISPHERE TECHNOLOGIES
TO IDENTIFY A SECOND COMPOUND
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Basel, Switzerland and Tarrytown, NY, March 2, 2000 --- Novartis Pharma AG
(Zurich: NOV) and Emisphere Technologies, Inc. (NASDAQ: EMIS) today announced
that Novartis will extend its collaboration with Emisphere for the oral delivery
of a second Novartis compound. The two companies will collaborate to select a
second drug compound from several potential drug candidates. Emisphere will
receive a cash payment as a result of the extension.
"Our data suggests that Emisphere's oral macromolecule delivery system has the
potential to be a platform for us to create a number of oral protein products.
This expansion of the collaboration will allow Novartis to evaluate additional
drug candidates for development with Emisphere's technology," said Joerg
Rheinhardt, Ph.D., Head of Development at Novartis Pharma.
Under the terms of this agreement, the two companies will work together to
identify a second compound. After Novartis has selected a second compound
Novartis will have nine months to exercise a previously negotiated option to
acquire an exclusive worldwide license to develop and commercialize the second
compound. The license agreement provides for development and regulatory
milestone payments to Emisphere, plus potential royalties on product sales and
equity investments at Emisphere's option.
In December 1997, Novartis and Emisphere entered into a research collaboration
to explore the use of Emisphere's oral delivery technology with calcitonin. In
January 2000, the two companies announced positive human results with the oral
delivery of calcitonin
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using the Emisphere technology. In February 2000, Novartis agreed to execute a
license agreement with Emisphere to develop an oral form of calcitonin.
Michael M. Goldberg, M.D., Chairman and Chief Executive Officer of Emisphere
Technologies commented, "We are pleased that Novartis has interest in evaluating
our technology for other macromolecular compounds in addition to calcitonin.
Novartis' commitment to exploring Emisphere's technology for new compounds
should expand our pipeline of development programs. This extension of our
agreement further confirms that our drug delivery approach has the potential to
create significant added value to a broad spectrum of pharmaceutical products."
Novartis is a world leader in healthcare with core businesses in
pharmaceuticals, consumer health, generics, eye-care and animal health. In 1998,
the Group (including Agribusiness) achieved sales of CHF 31.7 billion, and
invested more than CHF 3.7 billion in R&D. Headquartered in Basel, Switzerland,
Novartis employs about 82,000 people and operates in over 140 countries around
the world. The Group recently announced plans to spin off its Crop Protection
and Seeds sectors and to merge them with the agrochemicals business of
AstraZeneca in the second half of 2000.
Emisphere Technologies, Inc. is a biopharmaceutical company specializing in the
oral delivery of therapeutic macromolecules and other compounds that are not
currently deliverable by oral means. The Company has two drugs, including
calcitonin, in human clinical trials using its unique carrier technology and, in
addition to Novartis, has strategic alliances and ongoing feasibility studies
with several pharmaceutical and biotechnology companies, including Eli Lilly &
Co. Further information about Emisphere can be found at www.emisphere.com.
The statements in this release and oral statements made by representatives of
the Company relating to matters that are not historical facts (including without
limitation those regarding the timing or potential outcomes of clinical trials
and any market that might develop for any of the Company's product candidates)
are forward-looking statements that involve risks and uncertainties, including,
but not limited to, the likelihood that any product in the research pipeline can
receive regulatory approval in the United States or abroad, the ability of
Emisphere and/or its partners to develop, manufacture and commercialize products
using the Company's drug delivery technology, Emisphere's ability to fund such
efforts with or without partners, and other risks and uncertainties detailed in
the Company's Securities and Exchange Commission filings.
