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Biotech / Medical : Biotechnology Value Fund, L.P. -- Ignore unavailable to you. Want to Upgrade?


To: aknahow who wrote (731)6/21/1999 2:55:00 PM
From: RCMacRead Replies (1) | Respond to of 4974
 
George,
The filing requirement is imposed, by Section 13(d) of the Securities and Exchange Act, on the holder (individual or "group" acting together) of the 5%-plus stake, not on the company whose securities are bought by the filer.

Often, in fact usually, the company itself doesn't know who owns a block of its shares until the 13D is served on it (simultaneous with filing with the SEC).

Since filing is to be made within ten days of crossing the 5% threshold, corporate raiders who expect to make a hostile tender offer have often gradually accumulated up to 5% without having to give notice, then buying a bunch more in the ten days before the 13D is filed, and only then beginning open overtures toward the company with a view toward a negotiated deal, "greenmail", or a hostile offer. Buying in the market before your intentions are publicly known means, of course, that the purchases are made at a lower price. (Mostly this has little to do with biotech, since hostile takeovers are not useful in most cases where much of the value of the company is its scientific personnel and their accumulated knowledge of the pipeline compounds -- I spell this out mainly to illustrate something of how the statutory scheme works.]

>>Bill Gates owns over 5% of ICOS and the 13 D appears with other ICOS filings.<< I think that's just a matter of indexing on EDGAR; the 13D's are filed on behalf of Gates. I believe usually you can find the 13D's filed with respect to a particular company by searching under that company's symbol.

--RCM



To: aknahow who wrote (731)6/22/1999 12:49:00 AM
From: scaram(o)ucheRespond to of 4974
 
George:

Bob answered, and I can't add anything relevant. Gates is on the Board at ICOS........ maybe, as an individual, the ICOS stuff is sufficient?

Rick