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) June 5, 1996
ALTEON INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-19529 13-3304550
(State or Other Juris- (Commission (I.R.S. Employer
diction of Incorporation) File Number) Identification No.)
170 Williams Drive, Ramsey, New Jersey 07446
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (201) 934-5000
(Former Name or Former Address, If Changed Since Last Report)
Item 5. Other Events.
The following events pertaining to Alteon Inc. (the "Company")
occurred on the dates indicated below.
I. On June 10, 1996 the Company and Hoechst Marion Roussel, Inc.
("HMRI") issued a joint press release relating to the termination
of the collaborative relationship between HMRI and the Company.
"HOECHST MARION ROUSSEL AND ALTEON TO END COLLABORATION
-Alteon to Regain All Right to Pimagedine and Core Technology-
"Kansas City, Missouri, and Ramsey, New Jersey, June 10, 1996 -
Hoechst Marion Roussel, Inc. and Alteon Inc. (Nasdaq: ALTN)
announced today they have ended their collaboration and that Alteon
has regained all rights granted to Hoechst Marion Roussel covering
Alteon's core technology. This includes pimagedine, which is in
Phase III clinical trials for diabetic nephropathy.
"Hoechst Marion Roussel's decision to withdraw from the
collaboration, following a 60-day transition period, is a result of
their continuing prioritization of the company's new product
pipeline.
"Pimagedine, and selected future A.G.E. (Advanced Glycosylation
End-Products) - related products, were licensed to Marion Merrell
Dow, Inc. in 1990 prior to Hoechst's acquisition of the company in
1995. The agreement included a research and development
collaboration, funding for pimagedine's clinical development, and
an arrangement for the joint promotion and sale of the product in
the US, Canada and Western Europe.
"Pimagedine is currently in five clinical trials, including two
pivotal multi-center Phase III trials in over 100 centers in the US
and Canada. ACTION I, A Clinical Trial In Overt Nephropathy in
insulin-dependent or Type I diabetics, is nearing complete
enrollment of the required 660 patients. Alteon will assume full
responsibility for continuation of these trials until a new
partnership is secured.
"'In creating Hoechst Marion Roussel from three predecessor
organizations, we are rigorously streamlining our research and
development efforts -- internal and external -- to make the most of
available financial resources,' said Dr. Thomas Hofstaetter, senior
vice president, global business development/new technologies,
Hoechst Marion Roussel. 'This was a difficult decision, but we
felt it was best to allow Alteon to pursue other opportunities. We
wish Alteon well in the development of pimagedine and their
diabetic portfolio.'
"'Our relationship with Hoechst Marion Roussel has been very
productive and we are disappointed by their decision,' said James
J. Mauzey, Chairman and Chief Executive Officer of Alteon.
'However, we understand the financial objectives associated with
the recent acquisition and respect Hoechst Marion Roussel's need to
meet these objectives. In addition, it is important to note we
have had significant interest in both our technology and pimagedine
from other pharmaceutical companies. Given Hoechst Marion
Roussel's decision, we can now take these conversations to a very
serious level.'
"Alteon is a leader in the discovery and development of
pharmaceutical products for the treatment of the complications of
diabetes and age-related diseases. The Company is actively
developing its lead compound, pimagedine, to inhibit or block
abnormal glucose/protein complexes (A.G.E.s) that lead to diabetic
complications such as kidney disease and dyslipidemia. Five
clinical trials evaluating pimagedine as a treatment for
complications of diabetes are currently under way, including two
pivotal Phase III clinical trials for diabetic kidney disease being
conducted at more than 100 North American clinical sites. In
addition, Alteon is pursuing potential indications of pimagedine
for the treatment of stroke, inflammatory bowel disease and certain
skin conditions, and is investigating the possible applications of
its A.G.E. technology in age-related diseases such as Alzheimer's
disease.
"Hoechst Marion Roussel, a world leader in pharmaceutical-based
healthcare, is dedicated to extending and enhancing human life
through the discovery, development, manufacture and sale of
pharmaceutical products. Hoechst Marion Roussel is a member of the
Hoechst Group."
II. On June 5, 1996 the Company issued a press release relating to
the appointment of Robert N. Butler, M.D. to the Board of
Directors.
"ALTEON APPOINTS ROBERT N. BUTLER TO BOARD OF DIRECTORS
"Ramsey, N.J., June 5, 1996 -- Alteon Inc. (Nasdaq: ALTN) announced
today the appointment of Robert N. Butler, M.D., to the Company's
Board of Directors, filling a vacancy and bringing the number of
Board members to eight. Dr. Butler was a founding director of the
National Institute of Aging of the National Institutes of Health
(1975-1982) and is currently director of the International
Longevity Center. He is world renowned for his advocacy of the
medical and social needs of the elderly.
"Dr. Butler's early research helped establish the fact that
senility is not inevitable with aging, but is, instead, a
consequence of disease. At the National Institute of Aging he
identified Alzheimer's Disease as a national research priority. In
addition, Dr. Butler helped found the Alzheimer's Disease
Association, the American Association of Geriatric Psychiatry, the
American Federation for Aging Research and the Alliance for Aging
Research. He has been a frequent advisor to the World Health
Organization.
"Dr. Butler is editor-in-chief of Geriatrics, a journal for primary
care physicians. In 1976, he was recipient of the Pulitzer Prize
in the non-fiction category for Why Survive? Being Old in America.
"'Alteon is proud to appoint Dr. Butler to our Board, and we do so
with great enthusiasm and respect,' said James J. Mauzey, Chairman
and Chief Executive Officer. 'Dr. Butler's guidance will be
invaluable to Alteon as we focus our research effort on Alzheimer's
disease and other age-related diseases.'
"'I welcome this opportunity,' said Dr. Butler. 'Glycosylation of
proteins is an important area of investigation and of likely
therapeutic opportunities in diabetes and aging.'
"Alteon is a leader in the discovery and development of
pharmaceutical products for the treatment of the complications of
diabetes and age-related diseases. The Company is actively
developing its lead compound, pimagedine, to inhibit or block
abnormal glucose/protein complexes (A.G.E.s) that lead to diabetic
complications such as kidney disease and dyslipdemia. Five
clinical trials evaluating pimagedine as a treatment for
complications of diabetes are currently underway, including two
pivotal Phase III clinical trials for diabetic kidney disease being
conducted at more than 100 North Americana clinical sites. In
addition, Alteon is pursuing potential indications of pimagedine
for the treatment of stroke, inflammatory bowel disease and certain
skin conditions, and in investigating the possible applications of
its A.G.E. technology in age-related diseases as Alzheimer's
disease."
# # #
III. On June 9, 1996 Alteon Inc. issued a press release relating to
the discovery of new class of glucose lowering drugs for diabetes.
"ALTEON DISCOVERS NEW CLASS OF GLUCOSE LOWERING DRUGS
FOR DIABETES
-- Drugs are Orally Available; Also Reduce Lipid Levels --
"San Francisco, June 9, 1996 -- Alteon (Nasdaq: ALTN) announced
today the discovery of a novel class of orally available compounds
that significantly lowers blood glucose and free fatty acid levels
in animal models of Type II diabetes. This research is being
presented in a series of posters and abstracts at the American
Diabetes Association Meeting in San Francisco, which is currently
under way.
"This novel class of drugs, collectively called the Glucose
Lowering Agents (GLA) series, is comprised of a lead compound,
ALT-4000, and several analogs. The GLA class is chemically distinct
from, and has a different mechanism of action than, the glitazone
compounds, a class of compounds that has been the focus of many
pharmaceutical companies because of its beneficial effects on
glucose and triglyceride levels. Alteon's GLA series exhibits
these similar therapeutic effects yet does not exhibit toxicities
that also have been associated with the glitazone compounds.
"As described in the abstracts, ALT-4000 produced a significant
glucose lowering effect when administered to diabetic mice as
compared to placebo controls. Fasting glucose levels were also
significantly lower in the treatment group. Analysis of plasma
lipids suggested that the regulation of fat metabolism leads to
improved glucose utilization and may be an important feature in the
mechanism of action for this class of compounds. In vitro tests
supported this theory.
"'These research results are very encouraging,' said James J.
Mauzey, Chairman and Chief Executive Officer. 'We look forward to
further corroborating this preclinical data and focusing our
efforts on selecting the best candidate compound for development.'
"Alteon is a leader in the discovery and development of
pharmaceutical products for the treatment of the complications of
diabetes and age-related diseases. The Company is actively
developing its lead compound, pimagedine, to inhibit or block
abnormal glucose/protein complexes, A.G.E.s, that lead to diabetic
complications such as kidney disease and dyslipidemia. Five
clinical trials evaluating pimagedine as a treatment for
complications of diabetes are currently under way, including two
pivotal Phase III clinical trials for diabetic kidney disease being
conducted at more than 100 North American clinical sites. In
addition, Alteon is pursuing potential indications of pimagedine
for the treatment of stroke, inflammatory bowel disease and certain
skin conditions, and is investigating the possible applications of
its A.G.E. technology in age-related diseases such as Alzheimer's
disease."
# # #
SIGNATURE
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.
Alteon Inc.
By: /s/ James J. Mauzey
-----------------------
James J. Mauzey
Chairman and
Chief Executive Officer
Date: June 28, 1996