DEF 14A is out.....
Number of Shares Percentage of
Amount and Nature of Outstanding
Name and Address of Beneficial Owner(1) Beneficial Ownership Shares Owned(2)
------------------------------------ -------------------- ------------
Carl C. Icahn**.............................................. 3,370,216(3) 25.75%
767 Fifth Avenue
New York, New York 10153
Bristol-Myers Squibb......................................... 2,061,673 15.78%
P.O. Box 4000
Route 206 and Province Line Road
Princeton, New Jersey 08543-4000
Physica B.V. (4) ............................................ 1,599,942 12.24%
C.J. van Houtenlaan 36
1381 CP Weesp
The Netherlands
BVF Partners, L.P. .......................................... 725,770 5.55%
227 West Monroe Street, Suite 4800
Chicago, Illinois 60606
International Biotechnology Trust plc ....................... 850,000(5) 6.50%
c/o Rothschild Asset Management Limited
Five Arrows House, St. Swithins Lane
London EC4N 8NR, United Kingdom
SmithKline Beecham Corporation .............................. 660,962(6) 5.06%
One Franklin Plaza
Philadelphia, PA 19102
Charles Woler................................................ 395,000(7) *
Philip N. Sussman............................................ - *
David R. Webb, Ph.D.......................................... - *
James R. Broach**............................................ 110,667(8) *
Russell D. Glass**........................................... - *
Peter S. Liebert, M.D**...................................... 17,334(9) *
Siegfried G. Schaefer, Ph.D**................................ 1,599,942(10) 12.24%
Jack G. Wasserman**.......................................... 11,500(11) *
All executive officers and directors as a.................... 5,504,659(12) 40.24%
group (9 persons)
----------
* Less than one percent
4
** Nominee for election to the Board
(1) Except as otherwise indicated above, the address of each stockholder
identified above is c/o the Company, 767 Fifth Avenue, New York, NY 10153.
Except as indicated in the other footnotes to this table, the persons named
in this table have sole voting and investment power with respect to all
shares of Common Stock.
(2) Share ownership in the case of each person listed above includes shares
issuable upon the exercise of options held by such person as of May 4,
2000, that may be exercised within 60 days after such date for purposes of
computing the percentage of Common Stock owned by such person, but not for
purposes of computing the percentage of Common Stock owned by any other
person.
(3) Includes 2,258,790 shares of Common Stock held by High River Limited
Partnership. Mr. Icahn is the sole shareholder of the sole general partner
of High River Limited Partnership. Also includes 9,000 shares of Common
Stock that Mr. Icahn currently has the right to acquire upon the exercise
of stock options.
(4) Physica B.V. is an affiliate of Solvay Pharmaceuticals.
(5) Consists of 850,000 shares of Common Stock held by the International
Biotechnology Trust plc ("IBT"). Rothschild Asset Management acts as the
investment manager to IBT and therefore may be deemed to share beneficial
ownership of these shares.
(6) Includes 330,481 shares of Common Stock held by SmithKline Beecham p.l.c.,
an affiliate of SmithKline Beecham Corporation.
(7) Consists of 395,000 shares of Common Stock which Dr. Woler currently has
the right to acquire upon the exercise of stock options. See "Management -
Incentive Plans."
(8) Consists of 110,667 shares of Common Stock which Dr. Broach currently has
the right to acquire upon the exercise of stock options.
(9) Includes 9,000 shares of Common Stock which Dr. Liebert currently has the
right to acquire upon the exercise of stock options.
(10) Consists of 1,599,942 shares of Common Stock held by Physica B.V., an
affiliate of Solvay Pharmaceuticals. Professor Schaefer is the head of
worldwide research at Solvay Pharmaceuticals. Professor Schaefer may be
deemed the beneficial owner of the 1,599,942 shares of Common Stock held by
Physica B.V., but disclaims such beneficial ownership.
(11) Consists of 11,500 shares of Common Stock which Mr. Wasserman currently has
the right to acquire upon the exercise of stock options.
(12) Includes (a) 535,167 shares of Common Stock issuable upon exercise of
options and (b) 1,599,942 shares of Common Stock held by Physica B.V. See
footnotes (3), (7), (8), (9), (10) and (11). |
