<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
August 8, 2000
(Date of Report)
TARGETED GENETICS CORPORATION
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Washington 0-23930 91-1549568
(State or Other Jurisdiction (Commission File No.) (IRS Employer
of Incorporation) Identification No.)
1100 Olive Way, Suite 100, Seattle, WA 98101
(Address of Principal Executive Offices, including Zip Code)
(206) 623-7612
(Registrant's Telephone Number, Including Area Code)
--------------------------------------------------------------------------------
None
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events.
On August 8, 2000, Targeted Genetics Corporation, a Washington corporation
("Targeted") and Biogen, Inc., a Massachusetts corporation ("Biogen"), agreed to
collaborate on the development and commercialization of gene therapy products
following Targeted's contemplated acquisition of Genovo, Inc. ("Genovo").
Pursuant to a Development and Marketing Agreement, which is intended to replace
and expand a 1995 agreement between Biogen and Genovo, Targeted and Biogen have
agreed to develop up to four new gene therapy product candidates, to be
identified over the next three years. In addition, Targeted has agreed to
provide process development assistance for an existing Biogen gene therapy
product candidate. In return, Biogen has agreed to pay Targeted an up-front fee
of $8 million, ongoing research and development funding and additional milestone
payments related to the development of the product candidates. Biogen and
Targeted also executed a Funding Agreement, under which, subject to the
completion of the Genovo acquisition, Biogen has committed to loan Targeted up
to $10 million and to purchase Targeted common stock valued at up to $10
million, each at Targeted's discretion. The total value of the Biogen-Targeted
collaboration could reach $125 million, not including payments for manufacturing
and sales of any products commercialized under the collaboration.
Biogen is a biopharmaceutical company principally engaged in the business
of developing, manufacturing and marketing drugs for human health care. The
collaboration with Biogen would enhance Targeted's financial position, provide
significant future revenue opportunities, and enable Targeted to expand its
development programs to new disease indications.
The Development and Marketing Agreement and Funding Agreement are filed as
exhibits to this report and are incorporated into this report by reference.
This summary of the provisions of the agreements is not complete and you should
refer to the exhibits for a copy of the actual agreements. A copy of the press
release issued by Targeted on August 9, 2000 with respect to the Biogen
collaboration is attached to this report as Exhibit 99.1 and is incorporated in
this report by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
10.1 Development and Marketing Agreement dated August 8, 2000, among
Targeted Genetics Corporation, Biogen, Inc. and Genovo, Inc.
10.2 Funding Agreement dated August 8, 2000, between Targeted Genetics
Corporation and Biogen, Inc.
99.1 Press Release dated August 9, 2000.
<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.
TARGETED GENETICS CORPORATION
Date: September 12, 2000 By: /s/ James A. Johnson
-----------------------------------
James A. Johnson
Chief Financial Officer
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Description
------ -----------
10.1 Development and Marketing Agreement dated August 8, 2000, among
Targeted Genetics Corporation, Biogen, Inc. and Genovo, Inc.
10.2 Funding Agreement dated August 8, 2000 between Targeted Genetics
Corporation and Biogen, Inc.
99.1 Press Release dated August 9, 2000.
