-----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, MFmtKi87A5clRDVGbZpBprJZI4VK1zeJEruAtK1mKWmrBCTzKvrf5ud5CDjFMxTe /QB5bbpMcH7UxETaMg5FvA== 0000895813-96-000111.txt : 19961219 0000895813-96-000111.hdr.sgml : 19961219 ACCESSION NUMBER: 0000895813-96-000111 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961218 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GENZYME CORP CENTRAL INDEX KEY: 0000732485 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 061047163 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-37205 FILM NUMBER: 96682464 BUSINESS ADDRESS: STREET 1: ONE KENDALL SQ CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 6172527500 MAIL ADDRESS: STREET 1: ONE KENDALL SQUARE CITY: CAMBRIDGE STATE: MA ZIP: 02139 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SWISS BANK CORP /ADR/ CENTRAL INDEX KEY: 0000911648 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 8880 [8880] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: AESCHENPLATZ 6 CH 4002 CITY: BASEL STATE: V8 BUSINESS PHONE: 0612882020 MAIL ADDRESS: STREET 1: MARIO CUENI STREET 2: 141 W JACKSON CITY: CHICAGO STATE: IL ZIP: 60604 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________ AMENDMENT NO. 1 TO SCHEDULE 13D Under the Securities Exchange Act of 1934 Genzyme Corporation (Name of Issuer) Common Stock (Title of class of securities) 372917 10 4 (CUSIP number) Marc L. Berman Swiss Bank Corporation 141 West Jackson Blvd. Chicago, Illinois 60604 (312) 554-5377 (Name, address and telephone number of persons authorized to receive notices and communications) December 9, 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 [ ]. Check the following box if a fee is being paid with the statement [ ]. (continued on following pages) (Page 1 of 8 Pages) CUSIP No. 372917 10 4 13D Page 2 of 8 Pages 1 Name of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Swiss Bank Corporation (13-5424347) 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds OO 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Swiss banking corporation Number of Shares Beneficially Owned by each Reporting Person with 7 Sole Voting Power 0 ------------------- 8 Shared Voting Power 4,431,470 ------------- 9 Sole Dispositive Power 0 ----------------- 10 Shared Dispositive Power 4,431,470 ----------------- 11 Aggregate Amount Beneficially Owned by Each Reporting Person 4,431,470 ------------- 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row (11) 6.17% ------------- 14 Type of Reporting Person BK SCHEDULE 13D ITEM 1. SECURITY AND ISSUER. This Schedule 13D relates to the common stock (the "Common Stock") of Genzyme Corporation, a Massachusetts corporation ("Genzyme"). The address of Genzyme s principal executive offices is One Kendall Square, Cambridge, Massachusetts 02139. ITEM 2. IDENTITY AND BACKGROUND. This Schedule 13D is filed by: Swiss Bank Corporation ( SBC ) Aeschemplatz CH-4002 Basel Switzerland Only the items and portions of items that have changed materially since the filing by SBC of its original Schedule 13D with respect to the Common Stock are being amended hereby. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. As of December 11, 1996: (a) SBC was the beneficial owner of an aggregate of 4,431,470 shares of Common Stock, which constituted 6.17% of the outstanding shares of Common Stock based upon the most recent publicly available information regarding Genzyme. (b) SBC had shared power to vote (or to direct the vote) and shared power to dispose (or direct the disposition) of an aggregate of 4,431,470 shares. (c) Schedule B describes each of the transactions in Common Stock that were affected since August 28, 1996. All transactions in Common Stock occurred on the NASDAQ National Market System, Chicago Stock Exchange, Instinet and/or directly with buying and selling brokers. 3 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. SWISS BANK CORPORATION December 17, 1996 By: /S/ Mario Cueni ---------------------------------- Its: Legal Advisor ---------------------------------- By: /S/ Martin Weber ---------------------------------- Its: Legal Advisor ---------------------------------- 4 SCHEDULE B ----------- COMMON STOCK PURCHASED AND SOLD SINCE AUGUST 28, 1996 Transaction Trade Date Shares Unit Price SL 8/29/96 300 25.250 SL 8/29/96 1,800 25.000 SL 8/29/96 1,8000 25.000 BY 8/29/96 600 25.750 BY 8/29/96 300 25.250 BY 9/3/96 3,200 23.250 SL 9/4/96 100 23.750 BY 9/5/96 600 23.750 SL 9/6/96 1,100 23.500 BY 9/9/96 400 23.500 SL 9/16/96 600 22.000 BY 9/16/96 700 22.525 BY 9/18/96 200 22.750 BY 9/20/96 3,300 22.875 BY 9/24/96 1,300 22.500 BY 9/25/96 1,200 22.625 BY 9/25/96 1000 22.750 SL 9/26/96 100 25.500 SL 9/27/96 200 25.000 SL 9/30/96 100 25.375 BY 10/2/96 300 24.875 BY 10/8/96 900 23.625 BY 10/9/96 1,300 23.750 BY 10/9/96 200 23.625 SL 10/11/96 200 23.750 BY 10/16/96 4,100 23.625 BY 10/17/96 200 22.750 BY 10/18/96 900 23.125 BY 10/18/96 200 22.875 SL 10/22/96 200 23.375 BY 10/22/96 600 23.500 BY 10/25/96 100 24.500 SL 10/25/96 700 24.500 BY 10/29/96 400 23.375 BY 10/31/96 200 23.750 BY 11/4/96 800 20.875 5 Transaction Trade Date Shares Unit Price BY 11/5/96 1,100 21.375 BY 11/7/96 1,300 21.000 SL 11/7/96 100 20.625 BY 11/10/96 200 23.875 SL 11/11/96 300 20.875 BY 11/12/96 200 21.000 BY 11/13/96 600 21.000 SL 11/15/96 700 21.250 BY 11/19/96 1,977 20.875 BY 11/22/96 225,000 20.944 BY 11/25/96 1,200 21.250 BY 11/25/96 100,000 21.425 BY 11/26/96 80,000 21.664 BY 11/27/96 3,000 21.875 BY 11/27/96 75,000 22.000 SL 11/27/96 400 22.125 BY 11/29/96 30,000 22.667 BY 11/29/96 3,400 22.625 BY 12/2/96 65,000 22.894 BY 12/3/96 85,000 23.390 BY 12/4/96 800 23.500 BY 12/4/96 102,700 23.396 6 WARRANTS PURCHASED AND SOLD SINCE AUGUST 28, 1996 Transaction Trade Date Shares Unit Price SL 9/16/96 4300 10.5000 SL 9/17/96 400 12.6250 SL 9/17/96 500 12.0000 SL 9/17/96 500 12.2500 SL 9/17/96 1000 12.7500 BY 9/26/96 1000 15.0000 BY 9/27/96 3000 14.0000 BY 9/30/96 600 15.0000 BY 9/30/96 1000 14.8750 BY 9/30/96 4500 15.1250 SL 10/2/96 6000 14.1675 SL 10/18/96 300 11.5000 SL 10/18/96 1000 11.2500 BY 10/22/96 1000 10.6250 BY 10/22/96 1000 10.7500 BY 10/24/96 300 12.2500 BY 10/24/96 500 12.0000 BY 10/24/96 500 12.1250 BY 10/24/96 6500 11.8460 BY 11/7/96 500 5.7500 BY 11/12/96 1000 4.2500 SL 11/19/96 1300 5.8750 BY 11/22/96 500 5.5000 BY 11/22/96 500 6.2500 BY 11/22/96 500 7.0000 BY 11/22/96 1000 6.7500 BY 11/22/96 2500 6.5000 7 Transaction Trade Date Shares Unit Price BY 11/25/96 3000 5.2500 BY 11/27/96 4200 7.0625 BY 12/2/96 15300 8.4530 BY 12/5/96 1000 11.6250 BY 12/5/96 3000 10.9800 BY 12/5/96 3300 9.8780 BY 12/5/96 3800 11.6250 BY 12/5/96 8000 10.1230 BY 12/6/96 1000 10.7500 BY 12/9/96 500 12.2500 BY 12/9/96 500 12.5000 BY 12/9/96 500 12.7500 BY 12/9/96 2500 11.4580 BY 12/9/96 2500 11.5830 BY 12/9/96 7000 13.5625 BY 12/9/96 9000 12.9580 BY: Purchase SL: Sale SI: Transfer from Client SP: Received in Stock Split 8 -----END PRIVACY-ENHANCED MESSAGE-----