-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JbxhmK5Z7tLK4V2nYP7mqnt/KVy9jFeswUBMQJzzMpiQO0vJdQnuDX9eJyEvnKv8 mzC4e/7i4hINh4dIM2dRzw== 0001193125-05-145554.txt : 20050720 0001193125-05-145554.hdr.sgml : 20050720 20050720171029 ACCESSION NUMBER: 0001193125-05-145554 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050720 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050720 DATE AS OF CHANGE: 20050720 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OSCIENT PHARMACEUTICALS CORP CENTRAL INDEX KEY: 0000356830 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 042297484 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10824 FILM NUMBER: 05964400 BUSINESS ADDRESS: STREET 1: 1000 WINTER STREET STREET 2: SUITE 2200 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 7813982300 MAIL ADDRESS: STREET 1: 1000 WINTER STREET STREET 2: SUITE 2200 CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: GENOME THERAPEUTICS CORP DATE OF NAME CHANGE: 19941215 FORMER COMPANY: FORMER CONFORMED NAME: COLLABORATIVE RESEARCH INC DATE OF NAME CHANGE: 19920703 8-K 1 d8k.htm FORM 8-K FORM 8-K

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): July 20, 2005

 


 

OSCIENT PHARMACEUTICALS CORPORATION

(Exact name of registrant as specified in its charter)

 


 

Massachusetts   0-10824   04-2297484

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

1000 Winter Street, Suite 2200

Waltham, Massachusetts 02451

(Address of principal executive offices, including zip code)

 

(781) 398-2300

(Registrant’s telephone number, including area code)

 


 

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 8.01. OTHER EVENTS.

 

On July 20, 2005, Oscient Pharmaceuticals Corporation issued a press release announcing that David K. Stone, a member of its Board of Directors since 2001, will succeed David B. Singer as Chairman of the Board of Directors, effective immediately. Mr. Singer will remain a member of the Board. A copy of that press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(c) Exhibits

 

99.1    Press Release issued by Oscient Pharmaceuticals Corporation on July 20, 2005.

 

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SIGNATURE

 

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.

 

OSCIENT PHARMACEUTICALS CORPORATION

By:

 

/s/ Stephen Cohen


Name:

  Stephen Cohen

Title:

 

Senior Vice President and Chief Financial

Officer

 

Date: July 20, 2005

 

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EXHIBIT INDEX

 

Exhibit
Number


 

Description


99.1   Press Release issued by Oscient Pharmaceuticals Corporation on July 20, 2005.
EX-99.1 2 dex991.htm PRESS RELEASE PRESS RELEASE

Exhibit 99.1

 

Investor Contact:

Christopher Taylor

781-398-2466

 

Media Contact:

Sarah Emond

781-398-2544

 

For Immediate Release

 

Oscient Pharmaceuticals Announces Transition of Chairman of Board

— David Stone assumes Chairman post; David Singer remains Board Member —

 

Waltham, Mass., July 20, 2005 – Oscient Pharmaceuticals Corporation (Nasdaq: OSCI) today announced a transition of the position of Chairman of the Company’s Board of Directors. David K. Stone, a member of the Board of Directors since 2001, will succeed David B. Singer as Chairman of the Board, effective immediately. Mr. Singer, who became Chairman in 2004 through the merger of Genome Therapeutics and GeneSoft Pharmaceuticals that created Oscient, will remain a member of the Company’s Board of Directors.

 

“This transition reflects the conclusion of the integration related to our merger and our focus as a commercial-stage biopharmaceutical company,” explained Steven M. Rauscher, President and Chief Executive Officer of Oscient Pharmaceuticals. “David Singer has provided strong leadership during the past 18 months as we brought together the assets of our companies, recruited additional highly regarded members to our Board and put in place an experienced management team that launched FACTIVE® and expanded our portfolio of marketed products.

 

“In his five years on the Board, David Stone has provided valuable insights and perspective based on his many years in the investment community and in the biopharmaceutical industry,” Mr. Rauscher added. “We have accomplished a great deal to put Oscient in position to deliver value to shareholders, including launching our flagship product, expanding our sales capacity, generating strong clinical data in pursuit of expanded label claims and improving the long-term economics for FACTIVE. As we seek to capture the opportunity of FACTIVE and our second marketed product, TESTIM®, David Stone’s leadership and contributions as Chairman will continue to be invaluable to the Board and management team.”

 

A veteran of Wall Street, Mr. Stone covered the biotechnology sector from 1989 to 1999 as an analyst at Cowen & Company, a leading investment bank focused on healthcare and high-technology companies. He began his biotechnology career in 1983 at Genetics Institute, now a unit of Wyeth Pharmaceuticals. Since 2000, Mr. Stone has been a Partner at Flagship Ventures, a Cambridge-based venture capital firm focused on the life science and technology sectors. He earned a B.S. in Microbiology from Colorado State University and an M.B.A. from Harvard Business School.

 

About Oscient Pharmaceuticals

 

Oscient Pharmaceuticals Corporation is a biopharmaceutical company committed to the clinical development and commercialization of novel therapeutics to address unmet medical needs. The Company is marketing FACTIVE® (gemifloxacin mesylate) tablets, approved by the FDA for the treatment of acute bacterial exacerbations of chronic bronchitis and community-acquired pneumonia of mild to moderate severity. In addition to the oral tablet form, Oscient is developing an investigational FACTIVE intravenous formulation for use in hospitalized patients. The Company is also promoting Auxilium


Chairman

7/20/2005

Page 2 of 2

 

Pharmaceuticals’ TESTIM® 1% testosterone gel to primary care physicians in the U.S. Oscient has a novel antibiotic candidate, Ramoplanin, in advanced clinical development for the treatment of Clostridium difficile-associated diarrhea (CDAD).

 

Forward-Looking Statement

 

This press release may contain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements represent, among other things, the expectations, beliefs, plans and objectives of management and/or assumptions underlying or judgments concerning matters discussed in this document. We do not plan to update these forward-looking statements. You should be aware that our actual results could differ materially from those contained in the forward-looking statements due to a number of risks affecting our business. Factors that could cause actual results to differ materially from those projected or suggested in any forward-looking statement are described under the heading “Factors Affecting Future Operating Results” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Quarterly Report on Form 10-Q for the quarter ending March 31, 2005 and in other filings that we may make with the Securities and Exchange Commission from time to time.

 

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