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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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):
March 9, 2000
CUBIST PHARMACEUTICALS, INC
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(Exact Name of Registrant as Specified in Charter)
DELAWARE 0-21379 22-3192085
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
24 Emily Street, Cambridge, Massachusetts 02139
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (617) 576-1999
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ITEM 5. OTHER EVENTS.
On March 8, 2000, the Registrant announced that the Board of
Directors has appointed Scott M. Rocklage, Ph.D., President and Chief
Executive Officer of the Registrant, to the position of Chairman of the Board
of Directors. Dr. Rocklage succeeds John K. Clarke as Chairman of the Board
of Directors. Although no longer Chairman of the Board of Directors, Mr.
Clarke will remain a Director of the Registrant. The appointment is further
described in the Registrant's press release dated March 8, 2000, a copy of
which is filed as Exhibit 99.1 to this Report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS.
Exhibit 99.1 Press Release dated March 8, 2000.
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.
CUBIST PHARMACEUTICALS, INC.
By: /s/ Thomas A. Shea
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Thomas A. Shea
Vice President Finance and
Administration, Chief Financial
Officer, Treasurer
Dated: March 9, 2000
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EXHIBIT A
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EXHIBIT 99.1
CUBIST PHARMACEUTICALS, INC. APPOINTS SCOTT M. ROCKLAGE, PH.D.,
CHAIRMAN OF THE BOARD OF DIRECTORS
CAMBRIDGE, MASS., MARCH 8, 2000-- Cubist Pharmaceuticals, Inc.
(Nasdaq: CBST) today announced that it appointed Scott M. Rocklage, Ph.D., 45,
Chairman of the Board of Directors. Dr. Rocklage is currently president and
chief executive officer of the company.
Dr. Rocklage will assume this position immediately from the current
chairman, John K. Clarke, who will remain on the board of directors.
Dr. Rocklage has been a member of the company's board and its
president and chief executive officer since July 1994. From 1990-94 he served as
president and chief executive officer of Nycomed Salutar, Inc., a diagnostic
imaging company. From 1992-94 he also served as president, chief executive
officer and chairman of Nycomed Interventional, Inc., a medical device company.
From 1986-90 Dr. Rocklage held various positions at Nycomed Salutar, Inc., and
was responsible for designing and implementing research and development programs
that resulted in three drug products in human clinical trials, including the
approved drugs Omniscan and Teslascan. Dr. Rocklage received his Ph.D. in
chemistry from the Massachusetts Institute of Technology and his B.S. in
chemistry from the University of California, Berkeley.
Cubist Pharmaceuticals, Inc. is a specialty pharmaceutical company
focused on the research, development and commercialization of novel
antimicrobial drugs to combat serious and life threatening bacterial and fungi
infections. Cubist is evaluating the efficacy and safety of daptomycin in the
EDGE-TM- (Evaluation of Daptomycin in Gram-positive Entities) clinical trial
program. Cubist is engaged in strategic partnerships with Novartis Pharma AG,
Merck & Co., Inc. and Bristol-Myers Squibb for the discovery and development of
novel antiinfective products, and has formed biotechnology alliances with
Helios, Inc. and Neurogen Corporation.
CUBIST SAFEHARBOR STATEMENT
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STATEMENTS CONTAINED HEREIN THAT ARE NOT HISTORICAL FACTS MAY BE
FORWARD-LOOKING STATEMENTS (WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES
ACT OF 1933 AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934) THAT ARE
SUBJECT TO A VARIETY OF RISKS AND UNCERTAINTIES. THERE ARE A NUMBER OF IMPORTANT
FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE
PROJECTED OR SUGGESTED IN ANY FORWARD-LOOKING STATEMENTS MADE BY THE COMPANY.
THESE FACTORS INCLUDE, BUT ARE NOT LIMITED TO: (I) THE COMPANY'S ABILITY TO
SUCCESSFULLY COMPLETE PRODUCT RESEARCH AND DEVELOPMENT, INCLUDING PRE-CLINICAL
AND CLINICAL STUDIES AND COMMERCIALIZATION; (II) THE COMPANY'S ABILITY TO OBTAIN
REQUIRED GOVERNMENTAL APPROVALS; (III) THE COMPANY'S ABILITY TO ATTRACT AND/OR
MAINTAIN MANUFACTURING, SALES, DISTRIBUTION AND MARKETING PARTNERS; AND (IV) THE
COMPANY'S ABILITY TO DEVELOP AND COMMERCIALIZE ITS PRODUCTS BEFORE ITS
COMPETITORS. ADDITIONAL FACTORS THAT WOULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM THOSE PROJECTED OR SUGGESTED IN ANY FORWARD-LOOKING STATEMENTS
IS CONTAINED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING THOSE FACTORS DISCUSSED UNDER THE CAPTION "RISK FACTORS"
IN THE COMPANY'S RESALE REGISTRATION STATEMENT ON FORM S-3 (REG. NO. 333-96365)
FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 8, 2000.
For additional information, visit the Company's Internet web site at
http://www.cubist.com or http://www.noonanrusso.com.
