SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 9, 2005
CUBIST PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware | | 0-21379 | | 22-3192085 |
(State or Other Jurisdiction | | (Commission | | (IRS Employer |
of Incorporation) | | File Number) | | Identification No.) |
65 Hayden Avenue, Lexington, Massachusetts 02421
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (781) 860-8660
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry Into a Material Definitive Agreement.
On September 9, 2005, the registrant, Cubist Pharmaceuticals, Inc. (“Cubist”), and DSM Capua, S.p.A. (“DSM”) entered into Amendment No. 1 to the June 22, 2000 Manufacturing and Supply Agreement between Cubist and DSM pursuant to which DSM supplies Cubist with bulk drug substance for use in CUBICIN® (the “Agreement”). Amendment No. 1 establishes new prices and minimum annual quantity requirements under the Agreement, adjusts the term of the Agreement, and provides Cubist with the right to terminate the Agreement without cause with prior written notice to DSM.
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/ David W. J. McGirr | |
| | | David W. J. McGirr |
| | | Senior Vice President and |
| | | Chief Financial Officer |
| | | |
| | | |
Dated: September 15, 2005 | | | |
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