8-K 1 b44758ape8vk.txt ARIAD PHARMACEUTICALS, INC. 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): November 8, 2002 ARIAD PHARMACEUTICALS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-21696 22-3106987 ---------------------------- ----------------------- ---------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer Identification No.) of Incorporation) 26 LANDSDOWNE STREET CAMBRIDGE, MASSACHUSETTS 02139 (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (617) 494-0400 -------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS On November 8, 2002, ARIAD Pharmaceuticals, Inc. commenced the offering of 2,200,000 shares of its common stock, par value $0.001 per share, to new and existing investors at a purchase price of $2.75 per share pursuant to its Form S-3 shelf registration statement (Registration No. 333-63708) and the related Prospectus and Prospectus Supplement. Rodman & Renshaw, Inc. served as placement agent for the offering. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. NUMBER DESCRIPTION ------ ----------- 1.1 Letter Agreement by and between ARIAD Pharmaceuticals, Inc. and Rodman & Renshaw, Inc., as placement agent. 5.1 Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. 23.1 Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (included in Exhibit 5.1). 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 thereunto duly authorized. ARIAD PHARMACEUTICALS, INC. By: /s/ Edward M. Fitzgerald ------------------------------------- Edward M. Fitzgerald Senior Vice President and Chief Financial Officer Date: November 12, 2002 2 EXHIBIT INDEX
EXHIBIT SEQUENTIAL NUMBER DESCRIPTION PAGE NUMBER ------- ----------- ----------- NUMBER DESCRIPTION ------ -------------------------------------------------------------- 1.1 Letter Agreement by and between ARIAD Pharmaceuticals, Inc. and 4 Rodman & Renshaw, Inc., as placement agent. 5.1 Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. 6 23.1 Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. -- (included in Exhibit 5.1).
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