-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UO51FpvA92ZI66etjjKWkpdrs5lLCPe0zXi8Zj9dVDk9wBt67tezYFxOwL9Zpqsv SE2nuxXU99fV/P849vDmfg== 0000950133-03-000448.txt : 20030214 0000950133-03-000448.hdr.sgml : 20030214 20030214140047 ACCESSION NUMBER: 0000950133-03-000448 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030214 GROUP MEMBERS: BIOTECH TARGET N.V. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADOLOR CORP CENTRAL INDEX KEY: 0001076167 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 311429198 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60253 FILM NUMBER: 03565948 BUSINESS ADDRESS: STREET 1: 620 PENNSYLVANIA DRIVE CITY: EXTON STATE: PA ZIP: 19341 MAIL ADDRESS: STREET 1: 620 PENNSYLVANIA DRIVE CITY: EXTON STATE: PA ZIP: 19341 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BB BIOTECH AG CENTRAL INDEX KEY: 0000924223 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: V8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: VODERGASSE 3 STREET 2: SWITZERLAND CITY: SCHAFFHAUSEN STATE: V8 ZIP: CH-8300 BUSINESS PHONE: 411724 59 59 MAIL ADDRESS: STREET 1: VODERGASSE 3 STREET 2: SWITZERLAND CITY: SCHAFFHAUSEN STATE: V8 ZIP: CH-8300 SC 13G/A 1 w83576bsc13gza.htm ADOLOR CORPORATION SCHEDULE 13G sc13gza
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Adolor Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

00724X102

(Cusip Number)


(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

        o Rule 13d-1 (b)

        x Rule 13d-1 (c)

        o Rule 13d-1 (d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes).

Page 1 of 6

 

             
CUSIP No. 00724X102
  1. Name of Reporting Person:
BB Biotech AG		 I.R.S. Identification Nos. of above persons (entities only):
N/A
  2. Check the Appropriate Box if a Member of a Group:
    (a) x  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
Switzerland
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
0
6. Shared Voting Power:
1,565,000
7. Sole Dispositive Power:
0
8.Shared Dispositive Power:
1,565,000
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1,565,000
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
5.0%
  12.Type of Reporting Person:
HC,CO

Page 2 of 6

 

             
CUSIP No. 00724X102
  1. Name of Reporting Person:
Biotech Target N.V.		 I.R.S. Identification Nos. of above persons (entities only):
N/A
  2. Check the Appropriate Box if a Member of a Group:
    (a) x  
    (b) o  
  3. SEC Use Only:
  4. Citizenship or Place of Organization:
Netherlands Antilles
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
5. Sole Voting Power:
0
6. Shared Voting Power:
1,565,000
7. Sole Dispositive Power:
0
8.Shared Dispositive Power:
1,565,000
  9.Aggregate Amount Beneficially Owned by Each Reporting Person:
1,565,000
  10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares:
o
  11.Percent of Class Represented by Amount in Row (9):
5.0%
  12.Type of Reporting Person:
CO

Page 3 of 6

 

       
   


 
Item 2.
  (a) Name of Person Filing:
    BB Biotech AG (“BB Biotech”), on behalf of Biotech Target N.V. (“BioTarget”), its wholly-owned subsidiary and record owner of the securities.
  (b) Address of Principal Business Office or, if none, Residence:
    BB Biotech AG: Vodergasse 3, CH-8200 Schaffhausen, Switzerland
Biotech Target N.V.: De Ruyterkade 62, Willemstad, Curacao, Netherlands Antilles
  (c)Citizenship:
    See Item No. 4 of cover pages
  (d) Title of Class of Securities:
    Common Stock
  (e) CUSIP Number:
    00724X102
 
       
Item 4. Ownership.
        Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
  (a) Amount beneficially owned:
    1,565,000
  (b) Percent of class:
    5.0%
  (c) Number of shares as to which the person has:
    (i) Sole power to vote or to direct the vote:
      0
    (ii) Shared power to vote or to direct the vote:
      1,565,000
    (iii) Sole power to dispose or to direct the disposition of:
      0
    (iv) Shared power to dispose or to direct the disposition of:
      1,565,000
 
Item 5.Ownership of Five Percent or Less of a Class.
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.
 

Page 4 of 6

 

       
Item 10.Certification.
 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BB BIOTECH AG

     
            /s/ ANDERS HOVE
By: Anders Hove
Its: Authorized Signatory
Date: February 14, 2003		               /s/ ADRIAN BRUENGGER
By: Adrian Bruengger
Its: Authorized Signatory
Date: February 14, 2003

BIOTECH TARGET N.V.

     
            /s/ ANDERS HOVE
By: Anders Hove
Its: Authorized Signatory
Date: February 14, 2003		               /s/ ADRIAN BRUENGGER
By: Adrian Bruengger
Its: Authorized Signatory
Date: February 14, 2003


Page 5 of 6

 

EXHIBIT INDEX
     
Exhibit 1:   Agreement by and between BB Biotech and BioTarget with respect to the filing of this disclosure statement.*

 

 

* Previously filed.

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