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: March 7, 2000
(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 March 7, 2000, the Registrant issued a press release, a copy of which
is attached hereto as Exhibit 99.1, announcing that the Company and Techniclone
Corporation have signed a letter of intent for a joint venture in the vascular
targeting area.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
99.1 Press release of the Registrant, dated March 7, 2000.
<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: March 7, 2000 OXiGENE, INC.
(Registrant)
By: /s/ Bo Haglund
-------------------------------
Bo Haglund
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
99.1 Press release of the Registrant, dated March 7, 2000.
OXIGENE AND TECHNICLONE SIGN A LETTER OF INTENT FOR A JOINT VENTURE IN THE
VASCULAR TARGETING AREA
Boston, MA, Stockholm, Sweden, and Tustin, CA, March 7, 2000 - OXiGENE, Inc.
(NASDAQ: OXGN; SSE: OXGN) and TECHNICLONE (Nasdaq: TCLN) today announced that
they have signed a Letter of Intent to jointly develop and commercialize
TECHNICLONE's Vascular Targeting Agent (VTA) technology. OXiGENE will make
available to the project access to its next generation of tubulin-binding
compounds for use in combination with the VTA technology. This contemplated
joint venture will combine two of the most promising new vascular targeting
technologies for the development of the next generation of cancer therapeutic
agents. The joint venture arrangement will include an upfront licensing fee and
milestone payment to TECHNICLONE by OXiGENE as well as OXiGENE's substantial
funding of development expenses related to commercializing a VTA product. The
two companies will also share royalties and certain fees generated by the joint
venture.
TECHNICLONE's VTA's are based on targeting molecules that bind specifically to
vascular endothelial cells in tumor blood vessels. The targeting molecule is
linked to one of several different types of effector molecules, including drugs,
coagulants, radioisotopes and toxins. After binding to tumor vessels, the
effector molecule destroys the tumor vessels, which kills the tumor by starving
it of oxygen and nutrients. TECHNICLONE has received extensive patent protection
for this area in the last year and plans to continue to sublicense the
technology to other companies in areas that do not conflict with the joint
venture's TECHNICLONE/OXiGENE combination strategy.
Under the proposed terms, TECHNICLONE will supply it's intellectual property and
the expertise of Dr. Phil Thorpe Professor of Pharmacology at the University of
Texas Southwestern Medical Center and the inventor of TECHNICLONE's VTA
technology, along with the most promising lead candidates he has developed to
date. OXiGENE will provide funding in the form of milestone payments and
development costs along with its expertise in the preclinical and clinical
development areas as well as its next generation tubulin-binding compounds. The
joint venture will collaborate on research and development of those compounds
for use in combination with the VTA technology.
"This partnership will enable us to develop VTA's rapidly and efficiently.
OXiGENE is committed to getting these compounds into humans as quickly as
possible. They possess the critical expertise, the track record and the
resources to accomplish this goal. I am excited about working with this joint
team to develop and commercialize this area," Dr.Thorpe stated.
OXiGENE's anti-tumor vascular targeting agent, Combretastatin A4 Prodrug,
(CA4P), recently licensed to Bristol Myers Squibb, is one of a new class of
anti-cancer therapies that act by directly reducing a tumor's blood supply
through a tubulin-binding mechanism. CA4P is different from angiogenic
inhibitors now in clinical development in that it attacks pre-existent tumor
vasculature, unlike anti-angiogenic agents that inhibit the formation of new
tumor vasculature.
"We are very pleased to be able to work with TECHNICLONE to develop the next
generation of VTA's for treating cancer. We believe many of tomorrow's new drugs
will emanate from today's antibody technology. OXiGENE is leading the way in the
vascular targeting area with its combretastatin technology that specifically
targets blood vessels in tumors. By partnering with TECHNICLONE's VTA
technology, we believe we will be able to target tumor blood vessels more
specifically by using antibodies and other targeting agents, thus increasing the
therapeutic potential for these compounds as well as others" said Bjorn
Nordenvall, Ph.D., M.D., President and CEO of OXiGENE. "Success in this area
would not only give us the opportunity of developing new VTA compounds but may
also open some new business areas for us in the future," he further stated.
"We believe this joint venture will form the premier vascular targeting entity
in the world. The joint venture will have the combined resources to develop and
rapidly advance these technologies to commercialization. Techniclone and the
joint venture will continue to sublicense specific uses of the VTA technology to
selected companies that are conducting research in areas that are not the focus
of the joint venture. Together we will strive to maximize the full potential of
our platform technology. This partnership has many potential product
opportunities to explore," said John Bonfiglio, Ph.D., Interim President of
Techniclone Corporation.
The letter of intent provides for an exclusive period for completion of a
definitive agreement. The transaction is subject to further medical, technical,
business, financial and legal due diligence and will be subject to customary
closing conditions. There can be no assurance that a definitive agreement will
be reached.
OXiGENE is an international biopharmaceutical company, and a world leader in
vascular targeting, 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. OXiGENE
has its international corporate headquarters in Stockholm, Sweden and its United
States headquarters in Boston, MA. Please feel free to visit the Company's
Website at: www.oxigene.com.
TECHNICLONE Corporation is a biopharmaceutical company focused on the
development, commercialization and licensing of unique technologies for the
treatment of cancer, primarily based on its "collateral targeting technologies."
These technologies therapeutically target cell structures and cell types, rather
than surface cancer cells, as a means to attack solid tumors, without causing
damage to surrounding healthy tissue. The Company has three collateral
technologies: Cotara(TM), Vasopermeation Enhancement Agents (VEA), and Vascular
Targeting Agents (VTA). The Company also has a direct tumor targeting agent
called Oncolym(R) for the treatment of advanced non-Hodgkin's B-cell Lymphoma.
Oncolym(R) has been licensed to Schering AG, Germany, which is now responsible
for all existing and future Oncolym(R) clinical trial programs as well as
marketing.
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.
