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):
July 27, 2006
PHARMACOPEIA DRUG DISCOVERY, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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0-50523 |
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51-0418085 |
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(State or other
jurisdiction of
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(Commission
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(I.R.S. Employer
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PO Box 5350, Princeton, New Jersey |
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08543-5350 |
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(Address of principal executive offices) |
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(609) 452-3600
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 July 27, 2006, Pharmacopeia Drug Discovery, Inc. (the “Company”) entered into Amendment No. 1 (the “Amendment”) to the Collaboration and License Agreements, effective as of July 9, 2003, between (i) the Company and Schering Corporation and (ii) the Company and Schering-Plough Ltd. (collectively, the “2003 Agreements”). The Amendment extends the terms of the Company’s existing collaborations with Schering-Plough from August 7, 2006 to October 7, 2006. The Amendment provides that from June 10, 2006 until October 7, 2006, the Company will provide ten (10) chemistry full time employees (“FTEs”) for the performance of the Schering-Plough collaborations. Prior to the Amendment, the Company had been required to provide twenty (20) chemistry FTEs for the performance of the collaborations until August 7, 2006.
Neither the total number of hours worked by the Company’s FTEs nor the total amount of FTE funding paid by Schering-Plough to the Company under the 2003 Agreements changes as a result of the Amendment. That FTE funding will compensate the FTE efforts through October 7, 2006. After the term, the Company will continue to be entitled to payments resulting from the successful achievement by Schering-Plough, if any, of preclinical and clinical milestones as well as royalty payments from sales, if any, of products resulting from compounds already delivered by the Company and accepted by Schering-Plough under the collaborations.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
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Exhibit
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10.1 |
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Amendment No. 1, dated July 27, 2006, to the Collaboration and License Agreements, effective as of July 9, 2003, between (i) the Company and Schering Corporation and (ii) the Company and Schering-Plough Ltd. |
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.
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PHARMACOPEIA DRUG DISCOVERY, INC. |
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By: |
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/s/ Brian M. Posner |
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Brian M. Posner, Executive Vice
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Date: August 2, 2006
Exhibit 10.1
AMENDMENT NO. 1
This Amendment No. 1 (this “Amendment No. 1”) is to the Collaboration and License Agreements, effective as of July 9, 2003, between (i) Pharmacopeia Drug Discovery, Inc. (f/k/a Pharmacopeia, Inc.) and Schering Corporation and (ii) Pharmacopeia Drug Discovery, Inc. and Schering-Plough Ltd. (collectively, the “2003 Agreements”). By agreement of the Parties, as of the Amendment No.1 Effective Date (as defined below), this Amendment No.1 amends the 2003 Agreements as follows:
1. All capitalized terms not defined in this Amendment No. 1 shall have the
meanings given to them in the 2003 Agreements.
2. The Parties agree that this Amendment No. 1 is effective as of June 10, 2006 (the “Amendment No. 1 Effective Date”).
3. The Parties agree that as of the Amendment No. 1 Effective Date, and notwithstanding anything in the 2003 Agreements to the contrary:
(a) The term of the Collaboration is extended and shall continue until October 7, 2006, on which date it shall terminate.
(b) For the period from June 10, 2006 until October 7, 2006, Pharmacopeia shall provide ten (10) chemistry FTEs for the performance of the Collaboration. During such period, each of Schering and SPL shall pay to Pharmacopeia research funding for the Collaboration at the rate per FTE established for the third year of the Collaboration pursuant to Sections 5.2.2 of the Agreements. All such FTEs shall be dedicated to work full time on the Collaboration.
(c) Subject to Section 4 below, the FTEs that Pharmacopeia provides under Section 3(b) above shall work on Optimization Programs designated by the Collaboration Committee. For the avoidance of doubt, such FTEs shall not be required to work on Screening Programs.
(d) Payments by each of Schering and SPL under Section 3(b) above shall be made to Pharmacopeia in accordance with Section 5.2.3 of the 2003 Agreements.
4. The Parties agree that Pharmacopeia will not initiate or perform any new Optimization Programs under the 2003 Agreements during the period set forth in Section 3(b) above.
5. The remaining terms of the 2003 Agreements, except to the extent modified by the terms of this Amendment No. 1, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be duly executed by their authorized representatives and delivered in triplicate originals.
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SCHERING CORPORATION |
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PHARMACOPEIA DRUG DISCOVERY, |
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INC. (F/K/A PHARMACOPEIA, INC.) |
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By: |
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/s/ Michael J. DuBois_ |
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Name: |
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Michael J. DuBois |
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By: |
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/s/ Leslie J. Browne, Ph. D. |
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Title: |
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Vice President |
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Name: |
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Leslie J. Browne, Ph.D. |
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Title: |
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President and Chief Executive Officer |
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Date: |
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July 27, 2006 |
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SCHERING-PLOUGH, LTD. |
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By: |
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/s/ Michael J. DuBois |
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Name: |
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Michael J. DuBois |
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Title: |
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Officer |
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