UNITED STATES 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
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| Date of Report (Date of earliest
event reported): April 3, 2007 (March 30, 2007)
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REGENERON PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
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| New York
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000-19034
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133444607 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification Number) |
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| 777 Old Saw Mill River Road, Tarrytown, New York
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10591-6707 |
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| (Address of principal executive offices)
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(Zip Code) |
(914) 347-7000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 1.01 Entry into a
Material Definitive Agreement
On March 30, 2007, Regeneron announced that it had entered into a non-exclusive
license agreement with Astellas Pharma Inc. (“Astellas”) granting Astellas certain
rights to use Regeneron’s VelocImmune® technology to discover human monoclonal
antibodies. Pursuant to the terms of the agreement, Astellas will make a $20
million upfront payment to Regeneron and Astellas will make up to five additional
annual payments of $20 million, subject to its ability to terminate the agreement
after making the first three additional payments or if the technology does not meet
minimum performance criteria. Regeneron is entitled to receive a mid-single-digit
royalty on any future sales of antibody products discovered by Astellas using
Regeneron’s VelocImmune technology.
A copy of the press release announcing the agreement is furnished as Exhibit 99(a)
to this Form 8-K.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
99(a) Press Release of Regeneron Pharmaceuticals, Inc. dated March 30, 2007.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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REGENERON PHARMACEUTICALS, INC.
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| Dated: April 3, 2007 |
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/s/ Stuart Kolinski
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Stuart Kolinski |
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Vice President and General Counsel |
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