-----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, Rmwj7kAp1mT8mWy9zrL8KQFkdi2VTBObYkaTFS82MvLd4PSQP5ZdEyP4H8BtnRNG O7m7kcjwsxhBsQs0DEDXYQ== 0000051396-97-000014.txt : 19970222 0000051396-97-000014.hdr.sgml : 19970222 ACCESSION NUMBER: 0000051396-97-000014 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970218 SROS: CSX SROS: NYSE SROS: PSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SYNBIOTICS CORP CENTRAL INDEX KEY: 0000719483 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 953737816 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-37439 FILM NUMBER: 97537045 BUSINESS ADDRESS: STREET 1: 11011 VIA FRONTERA CITY: SAN DIEGO STATE: CA ZIP: 92127 BUSINESS PHONE: 6194513771 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MALLINCKRODT GROUP INC CENTRAL INDEX KEY: 0000051396 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 361263901 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 7733 FORSYTH BLVD CITY: ST LOUIS STATE: MO ZIP: 63105-1820 BUSINESS PHONE: 3148545299 MAIL ADDRESS: STREET 1: 7733 FORSYTH BLVD CITY: ST LOUIS STATE: MO ZIP: 63105-1820 FORMER COMPANY: FORMER CONFORMED NAME: IMCERA GROUP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL MINERALS & CHEMICAL CORP DATE OF NAME CHANGE: 19900614 SC 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Synbiotics Corporation (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 87156610 (CUSIP Number) Roger A. Keller, 7733 Forsyth Blvd., St. Louis, MO 63105 (314) 854-5244 (Name, Address and Telephone No. of Person Authorized to Receive Notices and Communications) November 14, 1996 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 ("Act") 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). SCHEDULE 13D CUSIP No. 87156610 Page 2 of 4 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Mallinckrodt Inc.: 36-1263901 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / / (b) / / n/a 3. SEC USE ONLY 4. SOURCE OF FUNDS 00 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) n/a / / 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York 7. SOLE VOTING POWER NUMBER OF 539,639 SHARES BENEFICIALLY 8. SHARED VOTING POWER OWNED BY n/a EACH REPORTING 9. SOLE DISPOSITIVE POWER PERSON 539,639 WITH 10. SHARED DISPOSITIVE POWER n/a 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 539,639 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / / n/a 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.3% 14. TYPE OF REPORTING PERSON CO CUSIP No. 87156610 Page 3 of 4 Item 1. Security and Issuer. - ------------------------------ This statement relates to the Common Stock, no par value (the "Common Stock"), of Synbiotics Corporation, a California corporation (the "Issuer"), whose executive offices are located at 11011 Via Frontera Drive, San Diego, CA 92127. Item 2. Identity and Background. - ---------------------------------- Mallinckrodt Inc. is a New York corporation ("Mallinckrodt") whose principal business is the production and sale of specialty pharmaceutical and highly selected specialty industrial chemicals; the production and sale of human health products in the fields of cardiology, radiology, anesthesiology, nuclear medicine and critical care; and the production and sale of animal health and nutrition products. Mallinckrodt's principal office is located at 7733 Forsyth Boulevard, St. Louis, Missouri 63105. During the last five years, neither Mallinckrodt nor any of its executive officers, directors or controlling persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). During the last five years, neither Mallinckrodt nor any of its executive officers, directors or controlling persons has been and is not now (a) subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. - ------------------------------------------------------------ Mallinckrodt received 80,833 shares of the Issuer's Common Stock in connection with the dissolution of H&Q Life Science Ventures, a California limited partnership (the "Partnership") which was formed to invest in securities of companies engaged in life science industries in the start-up and development phases. Mallinckrodt was a limited partner of the Partnership. The distribution of shares by the Partnership to Mallinckrodt occurred on November 14, 1996. Item 4. Purpose of Transaction. - --------------------------------- See response to Item 3 above. Mallinckrodt will consider disposing of some or all of the Issuer's Common Stock, depending on conditions in the open market. As previously reported in Mallinckrodt's filing on CUSIP No. 87516610 Page 4 of 4 Schedule 13D, Amendment No. 1, filed with the Securities and Exchange Commission on December 14, 1992, Mallinckrodt has agreed to limitations on its right to sell the 458,806 shares of Common Stock owned by Mallinckrodt prior to the within described acquisition of additional shares. Such limitations do not apply to the recently-acquired shares. Item 5.Interest in Securities of the Issuer. - ----------------------------------------------- (a) Mallinckrodt beneficially owns an aggregate of 539,639 shares of Common Stock of the Issuer, representing approximately 7.3% of the issued and outstanding shares of the Common Stock. (b) Mallinckrodt has voting and dispositive power with respect to 539,639 shares of the Common Stock. (c) Except as set forth in item 3, Mallinckrodt has not engaged in any transactions during the past sixty (60) days with respect to shares of the Common Stock. (d) Mallinckrodt has the right to receive dividends from or the proceeds from the sale of the Common Stock. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer - ---------------------------------------------------------------- No change from information contained in Mallinckrodt's prior filings on Schedule 13D with respect to the Common Stock. Item 7. Material to be Filed as Exhibits. - -------------------------------------------- Not applicable. Signature ---------- After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: February 17, 1997 MALLINCKRODT INC., a New York corporation By: /s/ Roger A. Keller ------------------------------- Name: Roger A. Keller Title: Vice President, Secretary & General Counsel -----END PRIVACY-ENHANCED MESSAGE-----