<PAGE>
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
April 1, 1998
------------------------------------------------------
Date of Report (Date of earliest event reported)
INHALE THERAPEUTIC SYSTEMS
------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 023556 94-3134940
- ---------------------- ---------------- ------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
150 Industrial Road
San Carlos, CA 94070
----------------------------------------
(Address of principal executive offices)
(650) 631-3100
----------------------------------------------------
(Registrant's telephone number, including area code)
1.
<PAGE>
ITEM 5. OTHER EVENTS
On April 1, 1998, Inhale Therapeutic Systems announced the completion of
a re-negotiation of its collaborative agreement with Baxter International,
Inc. A press release relating to the re-negotiation is attached hereto as
Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
99.1 Press Release dated April 1, 1998
2.
<PAGE>
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.
INHALE THERAPEUTIC SYSTEMS
Dated: April 7, 1998 By: /s/ Robert B. Chess
-------------------------------------
Robert B. Chess
President and Chief Executive Officer
3.
<PAGE>
EXHIBIT 99.1
INHALE AND BAXTER ANNOUNCE
COMPLETION OF RE-NEGOTIATION OF
COLLABORATIVE AGREEMENT
APRIL 1, 1998 4:45 PM EST
SAN CARLOS, Calif. -- (BW HealthWire) -- April 1, 1998 -- Inhale Therapeutic
Systems (NASDAQ:INHL) and Baxter International Inc. (NYSE:BAX) announced
today that they have completed a review of their two-year old collaboration.
The two companies have agreed to focus their efforts on the one compound that
the parties believe has the largest commercial potential.
Two additional compounds remain in the collaboration and may be developed
further in the future. Inhale will receive all rights to work done on a
fourth compound from the collaboration, currently in preclinical development,
and will be free to develop further or partner it independently of Baxter. In
a separate press release, Inhale announced today that the compound of primary
focus going forward has successfully completed a Phase I pulmonary delivery
clinical trial and that a second compound has successfully completed a Phase
II study.
The initial agreement, signed on March 1996, called for the development of
pulmonary delivery for four compounds outside of Inhale's traditional peptide
and protein focus. Under the revised terms, Inhale and Baxter will focus on
the product which entered Phase I testing in November 1997 and continue to
pursue its commercialization. The two companies believe that this drug has
the most promising commercial potential, and, as a result, Baxter funding
will be targeted on this program.
Inhale will continue to have primary responsibility for development of the
selected therapeutics. Baxter will continue to provide research funding and
milestone payments. Inhale will receive royalties and manufacturing revenue
on any products marketed through the collaboration. Baxter will be
responsible for the worldwide commercialization of products resulting from
the collaboration.
Dr. Kshitij Mohan, Baxter's Corporate Vice President of Research and
Technical Services, said, "By focusing on the product with the greatest
commercial potential, we can direct the development efforts to maximum
advantage."
Robert Chess, President and CEO of Inhale, said, "The technical and clinical
work to date leads us to believe that the Inhale system could provide a
significant improvement in patient care for this product."
Baxter International is a global medical-products and services company that
is a leader in technologies related to the blood and circulatory system.
Through its subsidiaries, Baxter has market-leading positions in four global
businesses: biotechnology; cardiovascular medicine, renal; and intravenous
systems/medical products.
Inhale is developing a pulmonary delivery system to enable a wide range of
drugs, including peptides and proteins, to be delivered by the pulmonary route
for systemic and local lung indications. The company has six drugs in human
clinical trials using its delivery system and has feasibility and development
<PAGE>
partnerships with several pharmaceutical, biotechnology, and medical
technology companies, including Baxter, Pfizer, Lilly, and Centeon.
This release contains forward-looking statements that reflect management's
current views as to the Company's collaborative arrangements, clinical
trials, product developments, manufacturing scale-up, and other future events
and operations. These forward-looking statements involve uncertainties and
other risks that are detailed in Inhale's reports and other filings with the
SEC, including its Form 10-K for the year ending December 31, 1997. Actual
results could differ materially from these forward-looking statements.
