OXIGENE INC
8-K, 1999-12-20
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT


                       PURSUANT TO SECTION 13 OR 15(D) OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934

                        Date of Report: December 16, 1999

                        (Date of earliest event reported)


                                  OXiGENE, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Delaware                   000-21990                  13-3679168
- ----------------------------      ----------------        ----------------------
(State or other jurisdiction      (Commission File            (IRS Employer
     of incorporation)                 Number)            Identification Number)



One Copley Place, Suite 602, Boston, Massachusetts               02116
- --------------------------------------------------              ----------
(Address of principal executive offices)                        (Zip Code)



Registrant's telephone number, including area code:  (617) 536-9500

<PAGE>

Item 5.  Other Materially Important Events

     On December 16, 1999, the Registrant issued a press release, a copy of
which is attached hereto as Exhibit 99.1, announcing that the Company and
Bristol-Myers Squibb Company have entered into a research and licensing
agreement with respect to combretastatin anti-tumor agents.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits

         (c)  Exhibits.

              99.1  Press release of the Registrant, dated December 16, 1999.

<PAGE>

     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 herewith duly authorized.

Date:  December 16, 1999                     OXiGENE, INC.
                                            (Registrant)


                                            By:  /s/ Bo Haglund
                                                 -------------------------------
                                                 Bo Haglund
                                                 Chief Financial Officer

<PAGE>

                                  EXHIBIT INDEX


Exhibit

   99.1  Press release of the Registrant, dated December 16, 1999.


             BRISTOL-MYERS SQUIBB AND OXIGENE ANNOUNCE RESEARCH AND
            LICENSING AGREEMENT FOR COMBRETASTATIN ANTI-TUMOR AGENTS

     Novel Compounds Target Blood Vessels Necessary to Support Tumor Growth

     (PRINCETON, NJ, BOSTON, and STOCKHOLM, Sweden, December 16, 1999) -
Bristol-Myers Squibb Company (NYSE: BMY) and OXiGENE, Inc. (Nasdaq: OXGN, SSE:
OXGN) today announced an exclusive licensing agreement and research
collaboration to develop and commercialize combretastatin anti-tumor vascular
targeting agents. Bristol-Myers Squibb has obtained worldwide rights to develop
compounds in this new class of anticancer therapies, including the lead
compound, Combretastatin A4 Prodrug (CA4P).

     Under the terms of the definitive agreement, Bristol-Myers Squibb will
provide up to $70 million in licensing fees, including an upfront payment,
development milestones and research funding to OXiGENE for the development of
combretastatin compounds for systemic use in all indications. In addition,
OXiGENE will receive royalties from any systemic drugs resulting from the
collaboration and has retained the rights for non-systemic use in all
indications. Further financial details were not disclosed.

     Combretastatin compounds, including CA4P, may selectively target existing
blood vessels at tumor sites, thereby cutting off the tumor's blood supply and
depriving it of oxygen and nutrients necessary for survival and growth. CA4P is
being developed for potential use either as a stand-alone therapy for solid
tumors that require blood vessels for survival, or in combination with
chemotherapy and radiation to enhance the effectiveness of these traditional
cancer treatments.

     "As a world leader in oncology therapy, we are committed to developing a
variety of new approaches for treating cancer," said Renzo Canetta, M.D., vice
president, Clinical Oncology, Bristol-Myers Squibb. "We believe the
combretastatin technology shows great promise for attacking the lifeline of
tumors. We look forward to working with OXiGENE to further develop this exciting
new approach."

     Bjrn Nordenvall, Ph.D, M.D., OXiGENE's President and CEO, said, "This
definitive agreement with Bristol-Myers Squibb is a strong validation of the
potential significance of our combretastatin compounds and makes us confident
that we can develop the first anti-tumor targeting agent to shutdown bloodflow
at the existing tumor site for patients with cancer. Bristol-Myers Squibb is
widely recognized as a global leader in the field of oncology and historically
has an excellent track record for bringing anticancer therapies through the
development stages to market. CA4P's potential, combined with the commitment
from Bristol-Myers Squibb makes this an extraordinary event for OXiGENE." With
the signing of this agreement, Bristol-Myers Squibb assumes responsibility for
the clinical development of CA4P, with the exception of three ongoing Phase I/II
clinical trials. OXiGENE is funding and conducting two of these trials in the
United States, and one in the United Kingdom, in collaboration with the Cancer
Research Campaign. Interim data from two of these studies were recently
presented in London, New York and Washington, DC.

     OXiGENE's Phase I/II clinical trials have shown CA4P's ability to reduce
blood flow to the tumor measured by magnetic resonance imaging, thus inhibiting
the tumor's survival and growth. The studies are the first demonstrations in
human clinical trials of an inhibitor that blocks the flow of blood within
tumor-associated blood vessels.

     "In preclinical models, a single dose of CA4P could destroy up to 95
percent of solid tumor cells. In addition, the interim clinical results show
that we can administer CA4P to humans safely at doses that cause a significant
decrease in blood flow to tumors," said Dr. Nordenvall.

     OXiGENE is an international biopharmaceutical company developing a diverse
portfolio of innovative products to combat cancer and other major diseases. The
Company's mission is to develop new therapeutics that will enhance the
effectiveness of traditional cancer treatments and to introduce therapies that
attack cancer in new ways.

     Bristol-Myers Squibb is a diversified worldwide health and personal care
company whose principal businesses are pharmaceuticals, consumer medicines,
beauty care, nutritionals, and medical devices. It is a leading maker of
innovative therapies forcardiovascular, metabolic and infectious diseases,
central nervous system and dermatological disorders, and cancer. The company is
a leader in consumer medicines, orthopaedic devices, ostomy care, wound
management, nutritional supplements, infant formulas, and hair and skin care
products.

     Certain statements made in this press release related to consummation of a
definitive agreement between the two parties, and success of the Company's
business and technology goals are forward-looking and are made pursuant to the
safe harbor provisions of the Securities Litigation Reform Act of 1995. Such
statements involve risks and uncertainties that may cause the Company's
(OXiGENE's) actual results or outcomes to be materially different from those
anticipated and discussed in this press release. Factors that may cause such a
difference include, but are not limited to, those risks and uncertainties
associated with the regulatory approval of the Company's proprietary drugs, and
other risks included in the Company's Annual Report on Form 10-K and in the
Company's other filings with the Securities and Exchange Commission during the
past 12 months.

                     Visit our website at www.oxigene.com.

        Visit Bristol-Myers Squibb on the World Wide Web at www.bms.com.


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