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UNITED STATES
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: May 8, 2000
Commission File Number: 0-18976
CELTRIX PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 94-3121462
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
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2033 Gateway Place, Suite 600, San Jose, CA 95110
(Address of principal executive offices and zip code)
Registrant's Telephone Number: (408) 988-2500
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ITEM 5. OTHER EVENTS
On May 8, 2000, Celtrix Pharmaceuticals, Inc., a Delaware corporation (the
"Company") announced Celtrix and Insmed Pharmaceuticals Mail Proxy Statements
for Merger. Further details regarding this announcement are contained in the
Company's news release dated May 8, 2000, attached as exhibit hereto and
incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) EXHIBITS
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Exhibit 21 Celtrix Pharmaceuticals, Inc. News Release
dated May 8, 2000.
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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 thereunto duly authorized.
CELTRIX PHARMACEUTICALS, INC. (Registrant)
Date: May 8, 2000 By: /s/ DONALD D. HUFFMAN
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Donald D. Huffman
Vice President, Finance & Administration
Chief Financial Officer (Duly authorized
principal financial and accounting
officer.)
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CELTRIX PHARMACEUTICALS, INC.
INDEX TO EXHIBITS
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Exhibit Number
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Exhibit 21 Celtrix Pharmaceuticals, Inc. Press Release
dated May 8, 2000.
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NEWS RELEASE
CONTACTS: Sophia Twaddell
Fleishman Hillard Inc.
(312) 751-3738
Donald D. Huffman
Vice President, Finance & Administration
Chief Financial Officer
(408) 573-6232
CELTRIX AND INSMED PHARMACEUTICALS
MAIL PROXY STATEMENTS FOR MERGER APPROVAL
SAN JOSE, Calif.--(BUSINESS WIRE)--May 8, 2000--Celtrix Pharmaceuticals,
Inc. (Nasdaq: CTRX) and Insmed Pharmaceuticals, Inc. announced today that their
joint proxy statement has been mailed to stockholders of both companies. The
proxy statement provides information for stockholders to vote on the previously
announced acquisition of Celtrix by Insmed. Both companies have scheduled
stockholder meetings on May 30, 2000.
Insmed is a biopharmaceutical company focused on the development of
products to treat metabolic and endocrine-related diseases such as diabetes and
polycystic ovary syndrome (PCOS). The company is currently developing INS-1, a
naturally occurring insulin sensitizer that achieves concentrations in the
bloodstream following oral administration. It is being developed for type 2
diabetes and PCOS. To date in clinical trials, INS-1 has significantly improved
both ovulation rates in women with PCOS as well as glycemic control parameters
and lipid profiles in people with type 2 diabetes.
Celtrix is a biopharmaceutical company developing novel therapeutics for a
broad range of metabolic disorders, including late stage type 1 and type 2
diabetes and severe osteoporosis. The company's focus is on SomatoKine(R), a
human recombinant equivalent to the naturally occurring complex of the hormone,
insulin-like growth factor-I (IGF-I) and its primary binding protein (IGFBP3).
Celtrix has completed Phase IIA clinical trials for the treatment of diabetes,
severe osteoporosis (recovery from hip fracture) and traumatic burns.
-more-
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"Celtrix and Insmed Pharmaceuticals Mail Proxy Statements for Merger Approval"
Page 2
Statements included within this press release, which are not historical in
nature, constitute forward-looking statements for purposes of the safe harbor
provided by the Private Securities Litigation Reform Act of 1995. Such
statements involve risks and uncertainties that could cause actual results to
differ materially from those described herein. Risks and uncertainties include:
product candidates may fail in the clinic or may not be successfully marketed;
lack of financial resources to complete development of clinical candidates; and
competing products.
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