UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
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CURIS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
232126910
(CUSIP Number)
William D. Savoy Lucas Schenck
Vulcan Ventures Incorporated Foster Pepper & Shefelman PLLC
110-110th Avenue N.E., Suite 550 1111 Third Avenue, Suite 3400
Bellevue, WA 98004 Seattle, WA 98101
(425) 453-1940 (206) 447-4400
(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications)
November 13, 2000
(Date of Event which Requires Filing of This Statement)
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If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box. [_]
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule including all exhibits. See .240.13d-7
for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
Page 1 of 8
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CUSIP NO. 23126910 Page 2 of 8 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Vulcan Ventures Incorporated
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [__]
(b) [__]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
State of Washington
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED BY
EACH -0- shares
REPORTING PERSON
WITH
------ --------------------------------------------
8 SHARED VOTING POWER
2,318,663 shares (1)
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9 SOLE DISPOSITIVE POWER
-0- shares
------ --------------------------------------------
10 SHARED DISPOSITIVE POWER
2,318,663 shares (1)
--------------------------- ------ --------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,318,663 shares (1)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Directly owned by Vulcan Ventures Incorporated. Paul G. Allen is the
sole shareholder of Vulcan Ventures Incorporated and may be deemed to have
shared voting and dispositive power with respect to such shares.
<PAGE>
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CUSIP NO. 23126910 13D Page 3 of 8 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Paul G. Allen
--------- ---------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
AF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) |_|
--------- ---------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
--------- ---------------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY 7 SOLE VOTING POWER
OWNED BY
EACH -0- shares
REPORTING PERSON
WITH
------- ------------------------------------
8 SHARED VOTING POWER
2,318,663 shares (1)
------- ------------------------------------
9 SOLE DISPOSITIVE POWER
-0- shares
------- ------------------------------------
10 SHARED DISPOSITIVE POWER
2,318,663 shares (1)
---------------------------------- ------- ------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,318,663 shares (1)
--------- ---------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
--------- ---------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%
--------- ---------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
--------- ---------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Directly owned by Vulcan Ventures Incorporated. Paul G. Allen is the
sole shareholder of Vulcan Ventures Incorporated and may be deemed to have
shared voting and dispositive power with respect to such shares.
<PAGE>
Item 1. Security and Issuer
This statement relates to the common stock, $0.01 par value per share
(the "Common Stock"), of CURIS INC., a Delaware corporation (the "Issuer"). The
Issuer's principal executive offices are located at 45 Moulton Street Cambridge,
Massachusetts 02138
Item 2. Identity and Background
The persons filing this statement are Vulcan Ventures Incorporated ("Vulcan
Ventures") and Paul G. Allen. Vulcan Ventures is a Washington corporation whose
principal business is investing in various companies. Paul G. Allen is its sole
shareholder. The principal office of Vulcan Ventures is located at 110-110th
Avenue N.E., Suite 550, Bellevue, Washington 98004. All of Vulcan Ventures'
executive officers and directors are U.S. citizens. Their names, business
addresses and principal occupations are as follows:
Paul G. Allen, Vulcan Ventures Incorporated, 110-110th Avenue N.E., Suite
550, Bellevue, Washington 98004. Mr. Allen is Chairman, President and sole
shareholder of Vulcan Ventures and a Director and sole shareholder of Vulcan
Northwest Inc.
William D. Savoy, Vulcan Northwest Incorporated, 110-110th Avenue N.E.,
Suite 550, Bellevue, Washington 98004. Mr. Savoy is Vice President and a
Director of Vulcan Ventures and Chairman and President of Vulcan Northwest Inc.
Bert E. Kolde, Digeo Broadband, Inc., 12131 113th Avenue NE, Suite 203,
Kirkland, WA 98034. Mr. Kolde is a Senior Vice President of Digeo Broadband,
Inc., Vice President, Secretary, Treasurer and a Director of Vulcan Ventures and
a Vice President of Vulcan Northwest Inc.
Jo Allen Patton, Vulcan Northwest Inc., 110-110th Avenue N.E., Suite 550,
Bellevue, Washington 98004. Ms. Patton is Vice Chairman and a Vice President of
Vulcan Ventures and Vulcan Northwest Inc.
During the last five years, Mr. Allen and Vulcan Ventures have not,
nor, to the best knowledge of Vulcan Ventures, has any other person named in
this Item 2, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) or been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction as a result of which
he is or was subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
Item 3: Source and Amount of Funds or Other Consideration
Vulcan Ventures funded its purchases of the Issuer's capital stock from
its own working capital. None of the funds used to purchase such securities
consisted of funds or other consideration borrowed or otherwise obtained for the
purpose of acquiring, holding, trading or voting the shares of common stock.
Item 4. Purpose of Transaction
Vulcan Ventures effected the transaction reported in this statement for
investment purposes. Except as set forth in this statement, Vulcan Ventures and
Mr. Allen have no present plan or proposal that relates to or would result in
(i) the acquisition by any person of additional securities of the Issuer, or the
disposition of securities of the Issuer; (ii) an extraordinary corporate
transaction, such as a merger, reorganization, liquidation, or sale or transfer
of a material amount of assets involving the Issuer or any of its subsidiaries,
(iii) any change in the Issuer's present Board of Directors or management, (iv)
any material change in the Issuer's present capitalization or dividend policy or
any other material change in the Issuer's business or corporate structure, (v)
any change in the Issuer's charter or by-laws or other actions that may impede
the acquisition of control of the Issuer by any person, (vi) any change that
would result in the Issuer's common stock becoming eligible for termination of
its registration pursuant to Section 12(g)(4) of the Securities Exchange Act of
1934, as amended, or to cease to be authorized to be quoted in
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<PAGE>
NASDAQ, or (vii) any similar action.
Item 5. Interest in Securities of the Issuer
On November 13, 2000, Vulcan Ventures purchased 750,000 shares of the
Issuer's Common Stock in a private placement at a purchase price per share of
$9.00. Therefore, Vulcan Ventures owns an aggregate of 2,318,663 shares of
Common Stock of the Issuer. Such shares represent approximately 7.4% of the
outstanding Common Stock of the Issuer. This percentage amount is based upon
31,311,252 shares of Common Stock outstanding, calculated by adding 26,111,252
shares of Common Stock outstanding as of October 31, 2000 as reported by the
Issuer on Form 10-Q filed on November 14, 2000, plus 5,200,000 shares sold by
the Issuer in a private placement on November 13, 2000 as reported by the Issuer
on Form 8-K on November 16, 2000.
As the sole shareholder of Vulcan Ventures, Mr. Allen shares voting and
dispositive power over the 2,318,663 shares of Common Stock owned by Vulcan
Ventures and may be deemed beneficially to own such shares, representing
approximately 7.4% of the outstanding shares of Common stock.
Except as set forth in this Item 5, to the best knowledge of Vulcan
Ventures and Mr. Allen, none of the parties named in Item 2 owns any of the
Issuer's common stock.
Except for the transactions set forth in this Item 5 Vulcan Ventures
and Mr. Allen have not, nor, to the knowledge of Vulcan Ventures has any of its
executive officers, directors or controlling persons, effected any transactions
in the Issuer's common stock during the past 60 days.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
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N/A
Item 7. Material To Be Filed as Exhibits
99.1 Joint Filing Agreement.
Page 5 of 8
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: November 20, 2000
VULCAN VENTURES INCORPORATED
By: /s/ William D. Savoy
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William D. Savoy, Vice President
*
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Paul G. Allen
*By: /s/ William D. Savoy
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William D. Savoy as Attorney-in Fact for Paul G. Allen
pursuant to a Power of Attorney filed on August 30, 1999,
with the Schedule 13G of Vulcan Ventures Incorporated
and Paul G. Allen for Pathogenesis, Inc. and incorporated
herein by reference.
Page 6 of 8
<PAGE>
EXHIBIT INDEX
Exhibit Description
99.1 Joint Filing Agreement
Page 7 of 8
<PAGE>
EXHIBIT 99.1
Joint Filing Agreement
We, the signatories of the statement to which this Joint Filing
Agreement is attached, hereby agree that such statement is filed, and any
amendments thereto filed by either or both of us will be filed, on behalf of
each of us.
Dated: November 20, 2000
VULCAN VENTURES INCORPORATED
By: /s/ William D. Savoy
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William D. Savoy, Vice President
*
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Paul G. Allen
*By: /s/ William D. Savoy
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William D. Savoy as Attorney-in Fact for Paul G. Allen
pursuant to a Power of Attorney filed on August 30, 1999,
with the Schedule 13G of Vulcan Ventures Incorporated
and Paul G. Allen for Pathogenesis, Inc. and incorporated
herein by reference.
Page 8 of 8
