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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): MARCH 22, 1999
IGEN INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-23252 94-2852543
(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation) Identification No.)
16020 INDUSTRIAL DRIVE
GAITHERSBURG, MD 20877
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (301) 984-8000
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ITEM 5. OTHER EVENTS
On March 22, 1999, IGEN International, Inc. sold $30 million of notes to John
Hancock Mutual Life Insurance Company. The notes have a term of seven years and
bear interest at the rate of 8.5% per annum. A copy of the press release
announcing the financing is filed herewith as an exhibit.
ITEM 7. EXHIBIT
EXHIBIT NO. TITLE OF EXHIBIT
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99.1 Press release dated March 23, 1999
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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 hereto duly authorized.
IGEN International, Inc.
March 29, 1999 /S/ George V. Migausky
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George V. Migausky
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
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INDEX TO EXHIBIT
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<CAPTION>
EXHIBIT NO. TITLE OF EXHIBIT PAGE
<S> <C> <C>
99.1 Press release dated March 23, 1999 5
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IGEN INTERNATIONAL, INC.
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BOX 6003, GAITHERSBURG, MD 20884 TEL: (301) 984-8000 FAX: (301) 208-3798
FOR IMMEDIATE RELEASE:
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CONTACT:
George Migausky Trout Group/ BMC Com.
Vice President and Jonathan Fassberg (investors)
Chief Financial Officer Brad Miles (media)
(301) 984-8000 (212) 477-9007
IGEN RAISES $30 MILLION IN DEBT FINANCING
PROCEEDS FROM JOHN HANCOCK MUTUAL LIFE INSURANCE
GAITHERSBURG, MD - MARCH 23, 1999 - IGEN International, Inc. (Nasdaq: IGEN)
announced today it has raised $30 million in a debt financing with John Hancock
Mutual Life Insurance Company. This financing has a seven-year term with an
interest rate of 8.5%. The placement agent was ING Baring Furman Selz LLC.
"This financing provides the Company with resources to advance our product
programs and business and legal discussions without any dilution to investors,"
said Sam Wohlstadter, Chief Executive Officer. "We are pleased to have a
blue-chip institution such as John Hancock as our newest financial partner."
The Company intends to use the proceeds from this financing to support the
launch of its new M-SERIES-TM- High Throughput Screening System in the US and
Europe, to further advance the Company's food-testing and point of care programs
and for working capital and other general corporate programs.
IGEN this month announced the launch of its M-SERIES High Throughput
Screening System, the first of its second-generation products based on the
Company's patented ORIGEN-Registered Trademark- technology. ThE M-SERIes is
being marketed to research laboratories for use in both the drug discovery
and drug development sectors of the industry.
IGEN develops, manufactures and markets diagnostic systems utilizing its
patented ORIGEN technology, which is based on electrochemiluminescence. The
ORIGEN technology provides uniform assay formats for conducting a multitude of
diagnostic tests, including immunoassay, nucleic acid probe and clinical
chemistry tests. Products using the ORIGEN technology include systems marketed
by IGEN and its licensees, Roche Diagnostics, Organon Teknika and
Eisai.
-more-
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STATEMENTS IN THIS RELEASE, INCLUDING THOSE THAT RELATE TO PRODUCTS, NEW
PRODUCT PLANS, PRODUCT PERFORMANCE, CUSTOMER ACCEPTANCE AND BUSINESS
PROSPECTS ARE FORWARD-LOOKING STATEMENTS. ACTUAL RESULTS MIGHT DIFFER
MATERIALLY FROM THESE STATEMENTS DUE TO RISKS AND UNCERTAINTIES, INCLUDING
THE IMPACT OF COMPETITIVE PRODUCTS AND PRICING, THE MARKET ACCEPTANCE OF NEW
PRODUCTS AND MARKET CONDITIONS. A MORE DETAILED DESCRIPTION OF THESE RISKS
APPLICABLE TO IGEN APPEARS IN IGEN'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR
ENDED MARCH 31, 1998, FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AND
AVAILABLE UPON REQUEST FROM IGEN. IGEN DISCLAIMS ANY INTENT OR OBLIGATION TO
UPDATE THESE FORWARD LOOKING STATEMENTS.
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IGEN, ORIGEN and M-SERIES are registered trademarks of IGEN International, Inc.
