<PAGE> 1
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): JULY 17, 1996
-------------
CREATIVE BIOMOLECULES, INC.
---------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 0-19910 94-2786743
- --------------- ------------ -------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
45 SOUTH STREET, HOPKINTON, MASSACHUSETTS 01748
-----------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (508) 435-9001
--------------
<PAGE> 2
ITEM 5. OTHER EVENTS.
- ------- -------------
On July 17, 1996, the Registrant, together with Stryker Corporation and
Genetics Institute, Inc., publicly disseminated a press release announcing that
the three companies have cross-licensed on a royalty-free basis their worldwide
patent rights in the bone morphogenetic/osteogenic protein family.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
- ------- ----------------------------------
(c) Exhibits.
99.1 The Registrant's Press Release dated July 17, 1996.
2
<PAGE> 3
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.
Creative BioMolecules, Inc.
---------------------------
(Registrant)
Date: July 22, 1996 /s/ Wayne E. Mayhew III
-----------------------
Wayne E. Mayhew III
Vice President, Chief Financial
Officer, Treasurer and Secretary
<PAGE> 1
Exhibit 99.1
Contacts: Stephanie K. Marrus
Vice President, Corporate Development
Creative BioMolecules, Inc.
(508) 435-9001
David J. Simpson
Vice President, Chief Financial Officer
Stryker Corporation
(616) 385-2600
Dennis Harp
Director, Corporate Communications
Genetics Institute, Inc.
(617) 876-1170
For Immediate Release
- ---------------------
CREATIVE BIOMOLECULES, STRYKER AND GENETICS INSTITUTE
CROSS-LICENSE KEY BMP/OP PATENTS
HOPKINTON, MASS.; KALAMAZOO, MICH.; AND CAMBRIDGE, MASS.; JULY 17, 1996.
Creative BioMolecules, Inc. (Nasdaq:CBMI), Stryker Corporation (Nasdaq:STRY),
and Genetics Institute, Inc. (Nasdaq:GENIZ) today announced that they have
cross-licensed their worldwide patent rights, royalty-free, in the bone
morphogenetic/osteogenic (BMP/OP) protein family. The agreement allows the
companies to commercialize their respective lead compounds, which are now in
clinical trials for bone repair and regeneration, free of the risk of patent
litigation.
Under the agreement, which covers both issued patents and pending patent
applications, Creative BioMolecules and Stryker have exclusive rights to OP-1,
their lead compound under both their own and Genetic Institute's patents.
Genetics Institute and Yamanouchi Pharmaceutical Company, Ltd., its partner in
the worldwide development of Genetics Institute's bone growth factors, have
exclusive rights to BMP-2, their lead compound under both their own and Creative
BioMolecules/Stryker patents. In addition, the companies have granted each other
royalty free, non-exclusive cross-licenses to patents and patent applications
covering certain other proteins in the Transforming Growth Factor-Beta (TGF-b)
superfamily, which encompass the BMP/OP proteins. The agreement is subject to
notification under Hart-Scott-Rodino regulations.
(more)
<PAGE> 2
Michael M. Tarnow, President and Chief Executive Officer of Creative
BioMolecules said, "This agreement allows each of the three companies to focus
on development and marketplace issues. OP-1 and related morphogenic proteins are
a critical technology platform for tissue regeneration and we can now continue
to move forward in both our orthopedic reconstruction project with Stryker and
our proprietary research and development activities. This is extremely positive
news for our investors."
John W. Brown, Chairman, President and Chief Executive Officer of Stryker
Corporation, said, "This key agreement on intellectual property provides us with
a clear path for our markets in orthopedic reconstruction with OP-1. It is
gratifying that as we approach the completion of our pivotal U.S. study in
non-healing fractures, we can now devote our full efforts towards
commercialization by expanding our clinical presence both in the U.S. and
internationally."
Gabriel Schmergel, President and Chief Executive Officer of Genetics Institute,
said, "This cross-license agreement supports Genetics Institute's strategy to be
a leading player in the area of bone regeneration by continuing our efforts in
the global clinical development of rhBMP-2, in such broad-based programs as
orthopedic trauma, maxillofacial reconstruction and spinal applications."
Creative BioMolecules is a discovery and development company focused on
proprietary therapeutics for human tissue regeneration and restoration. The
Company's therapeutics are based on proteins that act as signals in initiating
and regulating the cellular events involved in cell and tissue formation.
Stryker Corporation develops, manufactures and markets specialty surgical and
medical products, including orthopedic implants, powered surgical instruments,
endoscopic systems and patient care and handling equipment for the global market
and provides outpatient physical therapy services in the United States.
Genetics Institute is a leading biopharmaceutical firm engaged in the discovery,
development, and commercialization of human pharmaceuticals through recombinant
DNA and other technologies. American Home Products Corporation (NYSE: AHP) holds
a majority interest in Genetics Institute. AHP is one of the world's largest
research-based pharmaceutical and health care products companies, and is a
leading developer, manufacturer and marketer of prescription drugs and
over-the-counter medications. It is also a leader in vaccines, generic
pharmaceuticals, biotechnology, agricultural products, animal health care,
medical devices and food products.
(more)
<PAGE> 3
The statements in this news release that are not historical facts include
forward-looking statements that involve risks and uncertainties. Factors which
could cause actual results to differ from the Companies' expectations include,
without limitation, the achievement of product development milestones by the
Companies, the impact of competitive products, the timely receipt of regulatory
clearances required for clinical testing, manufacturing and marketing of
products and the other risks and uncertainties detailed from time to time in the
Companies' periodic reports.
NOTE: Creative BioMolecules' latest news releases are available at
http://www.prnewswire.com on the Internet.
# # #