Form 8-K

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): November 30, 2006

 


ACADIA PHARMACEUTICALS INC.

(Exact name of registrant as specified in its charter)

 


 

DELAWARE   000-50768   06–1376651
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

3911 SORRENTO VALLEY BOULEVARD

SAN DIEGO, CALIFORNIA

  92121
(Address of principal executive offices)   (Zip Code)

(858) 558–2871

Registrant’s telephone number, including area code

N/A

(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:

 

¨

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 1.01.

Entry Into a Material Definitive Agreement.

ACADIA Pharmaceuticals Inc. announced on December 4, 2006, that it has entered into a license agreement dated as of November 30, 2006 for certain intellectual property rights from the Ipsen Group in order to expand and strengthen the intellectual property portfolio for ACADIA’s serotonin platform. Under the terms of the license agreement, ACADIA will make an initial payment of $250,000 to Ipsen and, if certain conditions are met, ACADIA may make additional payments, including milestones, royalties and sublicensing fees for compounds covered by the agreement. The license agreement is filed with this Form 8-K and its terms are incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits

 

Exhibit Number

  

Description

99.1*   

License Agreement, dated November 30, 2006, by and between ACADIA Pharmaceuticals Inc. and Société de Conseils, de Recherches et d’Applications Scientifiques SAS, a French corporation member of the Ipsen Group.

 

*

ACADIA Pharmaceuticals Inc. has applied for confidential treatment of certain provisions of this exhibit with the SEC. The confidential portions of this exhibit are marked by an asterisk and have been omitted and filed separately with the SEC pursuant to ACADIA’s request for confidential treatment.


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.

 

   

ACADIA Pharmaceuticals Inc.

Date: December 1, 2006

   

By:

 

/s/ Thomas H. Aasen

       

Thomas H. Aasen

       

Vice President, Chief Financial Officer,

       

Treasurer and Secretary


EXHIBIT INDEX

 

Exhibit Number

  

Description

99.1*   

License Agreement, dated November 30, 2006, by and between ACADIA Pharmaceuticals Inc. and Société de Conseils, de Recherches et d’Applications Scientifiques SAS, a French corporation member of the Ipsen Group.

 

*

ACADIA Pharmaceuticals Inc. has applied for confidential treatment of certain provisions of this exhibit with the SEC. The confidential portions of this exhibit are marked by an asterisk and have been omitted and filed separately with the SEC pursuant to ACADIA’s request for confidential treatment.