-----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, AP1njY1kGWggx4sSzMwNWlKdTsHLpjCfrtP7cvAZVZ4FuXwEMY494gDNK9v321gq +D+rV90Ff/El9G21kHPkRQ== 0000950142-05-002715.txt : 20051004 0000950142-05-002715.hdr.sgml : 20051004 20051004163201 ACCESSION NUMBER: 0000950142-05-002715 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050930 FILED AS OF DATE: 20051004 DATE AS OF CHANGE: 20051004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SUNESIS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001061027 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943295878 BUSINESS ADDRESS: STREET 1: 341 OYSTER POINT BOULEVARD CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-266-3500 MAIL ADDRESS: STREET 1: 341 OYSTER POINT BOULEVARD CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: MOSAIC PHARMACEUTICALS INC DATE OF NAME CHANGE: 19980709 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEMISPHERE PRIVATE EQUITY PARTNERS CHARITABLE TRUST CENTRAL INDEX KEY: 0001289051 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122092 BUSINESS ADDRESS: STREET 1: HEMISPHERE HOUSE STREET 2: NINE CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM11 BUSINESS PHONE: 441-295-9166 MAIL ADDRESS: STREET 1: HEMISPHERE HOUSE STREET 2: NINE CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM11 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEMISPHERE PRIVATE EQUITY PARTNERS, LTD. CENTRAL INDEX KEY: 0001289044 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122093 BUSINESS ADDRESS: STREET 1: HEMISPHERE HOUSE STREET 2: NINE CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM11 BUSINESS PHONE: 441-295-9166 MAIL ADDRESS: STREET 1: HEMISPHERE HOUSE STREET 2: NINE CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM11 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CREDIT SUISSE FIRST BOSTON (BERMUDA) LTD CENTRAL INDEX KEY: 0001289041 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122094 BUSINESS ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-325-2000 MAIL ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMA PRIVATE EQUITY FUND 2000, L.P. CENTRAL INDEX KEY: 0001289042 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122097 BUSINESS ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-325-2000 MAIL ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CREDIT SUISSE/ CENTRAL INDEX KEY: 0000824468 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122101 BUSINESS ADDRESS: STREET 1: PO BOX 900 STREET 2: FHLS CITY: ZURICH STATE: V8 ZIP: CH 8070 BUSINESS PHONE: 41 1 212 16 16 MAIL ADDRESS: STREET 1: PO BOX 900 CITY: ZURICH STATE: V8 ZIP: CH 8070 FORMER NAME: FORMER CONFORMED NAME: CREDIT SUISSE FIRST BOSTON/ DATE OF NAME CHANGE: 19970211 FORMER NAME: FORMER CONFORMED NAME: CREDIT SUISSE DATE OF NAME CHANGE: 19921119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMA PARTNERS FUND 2000, L.P. CENTRAL INDEX KEY: 0001289043 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122098 BUSINESS ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-325-2000 MAIL ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CREDIT SUISSE FIRST BOSTON EQUITY PARTNERS, L.P. CENTRAL INDEX KEY: 0001289037 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122100 BUSINESS ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-325-2000 MAIL ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CREDIT SUISSE FIRST BOSTON EQUITY PARTNERS (BERMUDA), L.P. CENTRAL INDEX KEY: 0001289038 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122099 BUSINESS ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-325-2000 MAIL ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CREDIT SUISSE FIRST BOSTON U.S. EXECUTIVE ADVISORS, L.P. CENTRAL INDEX KEY: 0001289039 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122096 BUSINESS ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-325-2000 MAIL ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CREDIT SUISSE FIRST BOSTON ADVISORY PARTNERS, LLC CENTRAL INDEX KEY: 0001289040 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51531 FILM NUMBER: 051122095 BUSINESS ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-325-2000 MAIL ADDRESS: STREET 1: 11 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 4 1 form4-csfb_snss093005ex.xml X0202 4 2005-09-30 0 0001061027 SUNESIS PHARMACEUTICALS INC SNNS 0000824468 CREDIT SUISSE/ (ON BEHALF OF THE CSFB BUSINESS UNIT) 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289037 CREDIT SUISSE FIRST BOSTON EQUITY PARTNERS, L.P. 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289038 CREDIT SUISSE FIRST BOSTON EQUITY PARTNERS (BERMUDA), L.P. 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289043 EMA PARTNERS FUND 2000, L.P. 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289042 EMA PRIVATE EQUITY FUND 2000, L.P. 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289039 CREDIT SUISSE FIRST BOSTON U.S. EXECUTIVE ADVISORS, L.P. 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289040 CREDIT SUISSE FIRST BOSTON ADVISORY PARTNERS, LLC 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289041 CREDIT SUISSE FIRST BOSTON (BERMUDA) LTD 11 MADISON AVENUE NEW YORK NY 10010 0 0 1 0 0001289044 HEMISPHERE PRIVATE EQUITY PARTNERS, LTD. HEMISPHERE HOUSE NINE CHURCH STREET HAMILTON D0 HM11 BERMUDA 0 0 1 0 0001289051 HEMISPHERE PRIVATE EQUITY PARTNERS CHARITABLE TRUST HEMISPHERE HOUSE NINE CHURCH STREET HAMILTON D0 HM11 BERMUDA 0 0 1 0 Common Stock, par value $0.001 per share 2005-09-30 4 C 0 3406490 0.00 A 3406490 I See footnote Series C Preferred Stock 0.00 2005-09-30 4 C 0 6458333 0.00 D Common Stock, par value $0.001 per share 3406490 0 I See footnotes See Exhibit 99.2 -- Footnote (1) See Exhibit 99.2 -- Footnote (2) Each share of Series C Preferred Stock automatically converted into common stock upon the closing of the issuer's initial public offering on September 30, 2005. Immediately. EXHIBIT LIST Exhibit 99.1 -- Joint Filer Information Exhibit 99.2 -- Footnote Reference /s/ Louise Guarneri, Managing Director 2005-10-04 /s/ Kenneth J. Lohsen, Attorney-in-Fact 2005-10-04 /s/ Kenneth J. Lohsen, Attorney-in-Fact 2005-10-04 /s/ Kenneth J. Lohsen, Vice President 2005-10-04 /s/ Kenneth J. Lohsen, Vice President 2005-10-04 /s/ Kenneth J. Lohsen, Attorney-in-Fact 2005-10-04 /s/ Kenneth J. Lohsen, Vice President 2005-10-04 /s/ Kenneth J. Lohsen, Vice President 2005-10-04 /s/ Kenneth J. Lohsen, Attorney-in-Fact 2005-10-04 /s/ Nigel Jeffrey Arkley & John Sutlic, Authorized Signatories 2005-10-04 EX-99 2 ex99-1form4csfb_snss093005.txt EXHIBIT 99.1 EXHIBIT 99.1 ------------ Form 4 JOINT FILER INFORMATION Name: Credit Suisse First Boston Equity Partners, L.P. Address: 11 Madison Avenue, New York, NY 10010 Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. ("SNSS") Date of Event Requiring Statement: September 30, 2005 CREDIT SUISSE FIRST BOSTON EQUITY PARTNERS, L.P. By: Hemisphere Private Equity Partners, Ltd., its General Partner /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Attorney-in-Fact Name: Credit Suisse First Boston Equity Partners (Bermuda), L.P. Address: 11 Madison Avenue, New York, NY 10010 Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. ("SNSS") Date of Event Requiring Statement: September 30, 2005 CREDIT SUISSE FIRST BOSTON EQUITY PARTNERS (BERMUDA), L.P. By: Hemisphere Private Equity Partners, Ltd., its General Partner /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Attorney-in-Fact JOINT FILER INFORMATION (CONT'D) Name: EMA Partners Fund 2000, L.P. Address: 11 Madison Avenue, New York, NY 10010 Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. ("SNSS") Date of Event Requiring Statement: September 30, 2005 EMA PARTNERS FUND 2000, L.P. By: Credit Suisse First Boston (Bermuda), Limited, its General Partner /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Vice President Name: EMA Private Equity Fund 2000, L.P. Address: 11 Madison Avenue, New York, NY 10010 Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. ("SNSS") Date of Event Requiring Statement: September 30, 2005 EMA PRIVATE EQUITY FUND 2000, L.P. By: Credit Suisse First Boston (Bermuda), Limited, its General Partner /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Vice President JOINT FILER INFORMATION (CONT'D) Name: Credit Suisse First Boston U.S. Executive Advisors, L.P. Address: 11 Madison Avenue, New York, NY 10010 Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. ("SNSS") Date of Event Requiring Statement: September 30, 2005 CREDIT SUISSE FIRST BOSTON U.S. EXECUTIVE ADVISORS, L.P. By: Hemisphere Private Equity Partners, Ltd., its General Partner /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Attorney-in-Fact Name: Credit Suisse First Boston Advisory Partners, LLC Address: 11 Madison Avenue, New York, NY 10010 Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. ("SNSS") Date of Event Requiring Statement: September 30, 2005 CREDIT SUISSE FIRST BOSTON ADVISORY PARTNERS, LLC /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Vice President JOINT FILER INFORMATION (CONT'D) Name: Credit Suisse First Boston (Bermuda) Limited Address: 11 Madison Avenue, New York, NY 10010 Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. ("SNSS") Date of Event Requiring Statement: September 30, 2005 CREDIT SUISSE FIRST BOSTON (BERMUDA) LIMITED /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Vice President Name: Hemisphere Private Equity Partners, Ltd. Address: Hemisphere House, Nine Church Street, Hamilton HM11, Hamilton, Bermuda Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. Date of Event Requiring Statement: September 30, 2005 HEMISPHERE PRIVATE EQUITY PARTNERS, LTD. /s/ Kenneth J. Lohsen ----------------------------------- Name: Kenneth J. Lohsen Title: Attorney-in-Fact JOINT FILER INFORMATION (CONT'D) Name: Hemisphere Private Equity Partners Charitable Trust Address: Hemisphere House, Nine Church Street, Hamilton HM11, Hamilton, Bermuda Designated Filer: Credit Suisse First Boston Issuer & Ticker Symbol: Sunesis Pharmaceuticals, Inc. Date of Event Requiring Statement: September 30, 2005 HEMISPHERE PRIVATE EQUITY PARTNERS CHARITABLE TRUST By: Close Trustees (Cayman) Limited, its Trustees /s/ Nigel Jeffrey Arkley and /s/ John Sutlic ----------------------------------- Name: Nigel Jeffrey Arkley Name: John Sutlic Title: Authorized Signatories EX-99 3 ex99-2form4csfb_snss093005.txt EXHIBIT 99.2 EXHIBIT 99.2 ------------ 1. Includes (a) 2,341,061 shares of common stock of the issuer (the "Shares") held by Credit Suisse First Boston Equity Partners, L.P. ("CSFB-EP"); (b) 654,387 Shares held by Credit Suisse First Boston Equity Partners (Bermuda), L.P. ("CSFB Bermuda"); (c) 175,775 Shares held by EMA Partners Fund 2000, L.P. ("EMA Partners"); (d) 233,004 Shares held by EMA Private Equity Fund 2000, L.P.("EMA Private"); and (e) 2,263 Shares held by Credit Suisse First Boston U.S. Executive Advisors, L.P. ("CSFB U.S.", and together with CSFB-EP, CSFB Bermuda, EMA Partners and EMA Private, the "CSFB Funds"). 2. In accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998), this Form 4 is being filed by Credit Suisse (the "Bank"), a Swiss bank, on behalf of itself and its subsidiaries, to the extent that they constitute the Credit Suisse First Boston business unit (the "CSFB business unit") excluding Asset Management (as defined below) (the "Reporting Person"). The CSFB business unit is also comprised of an asset management business principally conducted under the brand name Credit Suisse Asset Management ("Asset Management"). The Reporting Person provides financial advisory and capital raising services, sales and trading for users and suppliers of capital around the world and invests in and manages private equity and venture capital funds. Asset Management provides asset management and investment advisory services to institutional, mutual fund and private investors worldwide. The address of the Bank's principal business and office is Uetlibergstrasse 231, P.O. Box 900, CH 8070 Zurich, Switzerland. The address of the Reporting Person's principal business and office in the United States is Eleven Madison Avenue, New York, New York 10010. The CSFB Funds are the holders of the Shares. The principal business office of each of the CSFB Funds is 11 Madison Avenue, New York, New York 10010. Pursuant to investment advisory agreements with CSFB-EP, CSFB Bermuda and CSFB U.S., Credit Suisse First Boston Advisory Partners, LLC, a Delaware limited liability company ("CSFB Advisory"), makes all investment decisions for these three CSFB Funds, including the decision to buy, sell or hold securities which comprise the assets of each of these entities. In addition, EMA Partners and EMA Private must invest in and dispose of its portfolio securities pro rata simultaneously with CSFB-EP pursuant to EMA Partners' and EMA Private's limited partnership agreements. Thus, CSFB Advisory may be deemed to be the beneficial owner of the Shares owned by the CSFB Funds. CSFB Advisory is a wholly-owned subsidiary of the Bank. The investment committee of CSFB Advisory that oversees the investment decisions made for the CSFB Funds includes the employees of the Alternative Capital Division of the CSFB business unit. The ultimate parent company of the Bank is Credit Suisse Group ("CSG"), a corporation formed under the laws of Switzerland. CSG is a global financial services company, active in all major financial centers and providing a comprehensive range of banking and insurance products. CSG has three distinct business units. In addition to the CFSB business unit, CSG and its consolidated subsidiaries are comprised of the Credit Suisse business unit (the "Credit Suisse business unit") and the Winterthur business unit (the "Winterthur business unit"). The Credit Suisse business unit offers global private banking and corporate and retail banking services in Switzerland. The Winterthur business unit provides life and non-life insurance and pension products to private and corporate clients worldwide. CSG's business address is Paradeplatz 8, P.O. Box 1, CH 8070 Zurich, Switzerland. The Bank is comprised of what were formerly known as Credit Suisse First Boston and Credit Suisse, each a Swiss bank, which were merged on May 13, 2005. The operations of the Bank consist principally of the Credit Suisse and CSFB business units. CSG, for purposes of the federal securities laws, may be deemed ultimately to control the Bank and the Reporting Person. CSG, its executive officers and directors, and its direct and indirect subsidiaries (including Asset Management, the Credit Suisse business unit and the Winterthur business unit) may beneficially own Shares to which this Form 4 relates, and such Shares are not reported in this Form 4. CSG disclaims beneficial ownership of Shares beneficially owned by its direct and indirect subsidiaries, including the Reporting Person. Each of Asset Management, the Credit Suisse business unit and the Winterthur business unit disclaims beneficial ownership of Shares beneficially owned by the Reporting Person. The Reporting Person disclaims beneficial ownership of Shares beneficially owned by CSG, Asset Management, the Credit Suisse business unit and the Winterthur business unit. Hemisphere Private Equity Partners, Ltd., a Bermuda company ("Hemisphere"), is the general partner of each of CSFB-EP, CSFB Bermuda and CSFB U.S. and, other than the investment activities for which CSFB Advisory is responsible, manages and controls the affairs of these three funds. Hemisphere is engaged in the business of acting as general partner to collective investment vehicles organized as limited partnerships. Hemisphere is controlled by Hemisphere Private Equity Partners Charitable Trust, a Bermuda trust ("Hemisphere Trust"), created for the purpose of acting as beneficial owner of Hemisphere. Close Trustees (Cayman) Limited is the trustee of Hemisphere Trust. -----END PRIVACY-ENHANCED MESSAGE-----