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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
Date of Report (Date of earliest event reported) April 27, 1998
COMMISSION FILE NUMBER: 0-21696
ARIAD PHARMACEUTICALS, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 22-3106987
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
26 LANDSDOWNE STREET, CAMBRIDGE, MASSACHUSETTS 02139
(Address of principal executive offices)(Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (617) 494-0400
Former Name, Former Address and Former Fiscal Year,
If Changed Since Last Report: Not Applicable
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ITEM 5. OTHER EVENTS
On April 27, 1998, ARIAD Pharmaceuticals, Inc. (the "Company")
entered into agreements with institutional investors to raise
$10,150,000 in a private placement of 2,537,500 shares of the
Company's common stock at a price of $4.00 per share. BancAmerica
Robertson Stephens served as Placement Agent in the transaction.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(C) EXHIBITS
99. Press Release dated April 29, 1998.
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.
ARIAD Pharmaceuticals, Inc.
Date: April 29, 1998 By: /s/ Jay R. LaMarche
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Executive Vice President
Chief Financial Officer
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EXHIBIT 99
[ARIAD LOGO]
NEWS RELEASE
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FOR IMMEDIATE RELEASE CONTACT: Jay R. LaMarche
Chief Financial Officer
ARIAD Pharmaceuticals, Inc.
(617) 494-0400
Janet Dally
Burns McClellan, Inc.
212-213-0006
ARIAD ENTERS INTO AGREEMENTS FOR $10 MILLION
IN PRIVATE PLACEMENT
CAMBRIDGE, MA, APRIL 29, 1998 -- ARIAD Pharmaceuticals, Inc. (Nasdaq: "ARIA")
today announced that it has entered into agreements with institutional investors
to raise $10 million in a private placement of 2.5 million shares of common
stock. BancAmerica Robertson Stephens served as Placement Agent in the
transaction.
"We are extremely pleased to welcome a prominent group of new institutional
investors in ARIAD. This private placement strengthens our financial position
and provides resources to advance the Company's regulated gene expression
products towards clinical development," said Harvey J. Berger, M.D., Chairman
and Chief Executive Officer.
The financing is expected to close upon, and is subject to, the effectiveness of
a resale registration statement to be filed by the Company with the Securities
and Exchange Commission in connection with these shares. The Company is not
accepting additional subscriptions. Proceeds from the private placement will be
used to fund the Company's research and development activities, including
preclinical studies and, if successful, planned clinical trials, working
capital, and for general corporate purposes.
ARIAD Pharmaceuticals is engaged in the discovery and development of orally
administered therapeutics based on signal transduction technology. The Company
is developing small-molecule drugs that block intracellular signaling pathways
that play a critical role in major diseases including osteoporosis and
immune-related disorders. ARIAD is also developing ARGENT(TM), a proprietary
regulated gene expression technology for orally active protein therapy.
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Some of the matters discussed in this news release are forward-looking
statements that involve risks and uncertainties. In particular, there can be no
assurance that the transaction will close and that the Company will receive
proceeds from this private placement. Other risks and uncertainties include, but
are not limited to risks and uncertainties regarding the success of the
Company's preclinical studies, the ability of the Company to commence clinical
trials and the success of such clinical trials, as well as risks and
uncertainties relating to economic conditions, markets, products, services and
prices, and other factors discussed under the heading "Cautionary Statement
Regarding Forward-Looking Statements" in ARIAD's Annual Report on Form 10-K for
the fiscal year ended December 31, 1997 filed with the Securities and Exchange
Commission.
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