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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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CURIS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
(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
(206) 453-1940 (206) 447-4400
(Name, Address and Telephone Number of Persons Authorized
to Receive Notices and Communications)
JULY 31, 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 Sections 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 Section 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).
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13D
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Vulcan Ventures Incorporated IRS ID NO. 91-1374788
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(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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7 SOLE VOTING POWER
-0- shares
NUMBER OF ---------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 1,568,663 shares (1)
EACH ---------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH -0- shares
---------------------------------------------------------
10 SHARED DISPOSITIVE POWER
1,568,663 shares (1)
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,568,663 shares (1)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.2%
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14 TYPE OF REPORTING PERSON*
IV, 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.
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CUSIP NO. 777777 10 3 13D
---------------------
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Paul G. Allen
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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*
AF
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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
United States of America
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7 SOLE VOTING POWER
NUMBER OF -0- shares
SHARES ---------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 1,568,663 shares (1)
REPORTING ---------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
-0- shares
---------------------------------------------------------
10 SHARED DISPOSITIVE POWER
1,568,663 shares (1)
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,568,663 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)
6.2%
--------------------------------------------------------------------------------
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.
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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
TISSUER'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 transactions 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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NASDAQ, or (vii) any similar action.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
On July 31, 2000, Creative BioMolecules, Inc.; Ontogeny, Inc.; and
Reprogenesis, Inc. merged to form Curis, Inc. At the time of the merger Vulcan
Ventures held 6,118,030 shares of Ontogeny, Inc., which upon completion of said
merger automatically converted into Curis, Inc. Common Stock at an exchange
ratio of 1 to 0.2564.
Therefore, Vulcan Ventures owns an aggregate of 1,568,663 shares of
Common Stock of the Issuer. Such shares represent approximately 6.2% of the
outstanding Common Stock of the Issuer. This percentage amount is based upon
29.9 million shares of Common Stock outstanding as of the close of the Merger,
as reported by the Issuer on form S-4/A (File No. 333-32446) filed on June 19,
2000.
As the sole shareholder of Vulcan Ventures, Mr. Allen shares voting and
dispositive power over the 1,568,663 shares of Common Stock owned by Vulcan
Ventures and may be deemed beneficially to own such shares, representing
approximately 6.2% 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 and in Item 6
below, which item is incorporated herein by reference, 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
N/A
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
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EXHIBIT DESCRIPTION
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99.3 Joint Filing Agreement
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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 August 10, 2000.
VULCAN VENTURES INCORPORATED
By: /s/ WILLIAM D. SAVOY
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William D. Savoy, Vice President
/s/ PAUL G. ALLEN
-----------------------------------
Paul G. Allen
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EXHIBIT INDEX
<TABLE>
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EXHIBIT DESCRIPTION
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<S> <C>
99.3 Joint Filing Agreement
</TABLE>
