UNITED STATES
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): February 7, 2006
ARIAD Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-21696 22-3106987
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
26 Landsdowne Street, Cambridge, Massachusetts 02139
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 494-0400
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| 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 2.02 Results of Operations and Financial Condition.
On February 7, 2006, ARIAD Pharmaceuticals, Inc. (the "Company") announced
consolidated financial results for the quarter and the year ended December 31,
2005 and provided product development and financial guidance for 2006. A copy of
the press release is being furnished pursuant to this Item 2.02 as Exhibit 99.1
to this Current Report on Form 8-K.
ITEM 8.01 Other Events.
In its press release dated February 7, 2006, the Company provided a summary of
2005 milestone achievements related to AP23573, its lead cancer product
candidate under the heading "2005 Progress Toward Objectives", an overview of
commercialization and clinical plans for AP23573 under the heading "Overview of
2006 Plans", information regarding patent litigation under the heading "Upcoming
Event" and information regarding upcoming scientific and investor meetings under
the headings "Upcoming Scientific Meetings" and "Upcoming Investor Meetings". In
addition, the Company provided financial guidance for 2006 in the fifth
paragraph of the press release. Company hereby incorporates such information by
reference into this Item 8.01 of this Current Report on Form 8-K.
ITEM 9.01 Financial Statements and Exhibits.
(c)
Exhibit
Number Description
------- -----------
99.1 Press release dated February 7, 2006.
The portions of the press release incorporated by reference into Item 8.01 of
this Current Report on Form 8-K are being filed pursuant to Item 8.01. The
remaining portions of the press release are being furnished pursuant to Item
2.02 of this Current Report on Form 8-K and shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange
Act") or otherwise subject to the liabilities of that Section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933
or the Exchange Act.
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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.
By: /s/ Edward M. Fitzgerald
--------------------------------------------
Edward M. Fitzgerald
Senior Vice President, Finance and Corporate
Operations, Chief Financial Officer
Date: February 7, 2006
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EXHIBIT INDEX
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Exhibit
Number Description
- ------- -----------
99.1 Press release dated February 7, 2006.
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