Curis, Inc. (NASDAQ:CRIS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

Underwriting Agreement

On September13, 2017, Curis, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Robert W. Baird& Co. Incorporated (the “Underwriter”), to issue and sell to the Underwriter 20,000,000 shares of the Company’s common stock (the “Shares”) in a public offering (the “Offering”) to a Registration Statement on Form S-3 (333-205460) (the “Registration Statement”) and a related prospectus supplement filed with the Securities and Exchange Commission (the “SEC”). The Company also granted the Underwriter an option, exercisable for 30 days, to purchase up to an additional 3,000,000 shares of its common stock on the same terms and conditions as the Shares. The Company estimates that the net proceeds from the Offering, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company, will be approximately $35,365,000 million (or approximately $40,705,000 million if the Underwriter exercises in full its option to purchase additional shares).

The Underwriting Agreement contains customary representations, warranties and covenants of the Company, conditions to closing, indemnification obligations of the Company and the Underwriter and termination and other customary provisions.

The above description of the Underwriting Agreement is qualified in its entirety by reference thereto, a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 1.01. Other Events.

On September13, 2017, the Company announced the launch of the Offering. The full text of the press release issued in connection with the announcement is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

On September14, 2017, the Company announced the pricing of the Shares sold in the Offering. The full text of the press release issued in connection with the announcement is attached to this Current Report on Form 8-K as Exhibit 99.2 and is incorporated herein by reference.

Wilmer Cutler Pickering Hale and Dorr LLP, counsel to the Company, has issued a legal opinion with respect to the Shares sold in the Offering. A copy of such opinion, including the consent included therein, is attached to this Current Report on Form 8-K as Exhibit 5.1.

Item 1.01. Financial Statements and Exhibits.

CURIS INC Exhibit
EX-1.1 2 d458613dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 CURIS,…
To view the full exhibit click here

About Curis, Inc. (NASDAQ:CRIS)

Curis, Inc. is a biotechnology company. The Company is engaged in the development and commercialization of drug candidates for the treatment of human cancers. The Company’s drug candidate, CUDC-907, is an orally available, small molecule inhibitor of histone deacetylase (HDAC) and phosphatidylinositol-3-kinase (PI3K) enzymes. Its product pipeline includes CA-170, which is an oral small molecule drug candidate; CA-4948, which is an oral small molecule drug candidate that is designed to inhibit the interleukin-1 receptor-associated kinase 4 (IRAK4) kinase; Erivedge, which is an orally bioavailable small molecule, and is designed to selectively inhibit the Hedgehog signaling pathway; CUDC-427, which is an oral, small molecule Smac mimetic that is designed to promote cancer cell death by antagonizing inhibitor of apoptosis (IAP) proteins, and CUDC-305, which is an oral HSP90 inhibitor for the development in advanced lung cancer.