0000927016-01-503186.txt : 20011019
0000927016-01-503186.hdr.sgml : 20011019
ACCESSION NUMBER: 0000927016-01-503186
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011015
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: INTERNATIONAL BIOTECHNOLOGY TRUST PLC
CENTRAL INDEX KEY: 0000942257
STANDARD INDUSTRIAL CLASSIFICATION: []
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: FIVE ARROWS HOUSE
STREET 2: ST SWITHINS LN
CITY: LONDON EC4N 8NR
MAIL ADDRESS:
STREET 1: FIVE ARROWS HOUSE
STREET 2: ST SWITHINS LN
CITY: LONDON EC4N 8NR
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: ONYX PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0001012140
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 943154463
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-45955
FILM NUMBER: 1759494
BUSINESS ADDRESS:
STREET 1: 3031 RESEARCH DR
STREET 2: BLDG A
CITY: RICHMOND
STATE: CA
ZIP: 94806
BUSINESS PHONE: 5102229700
MAIL ADDRESS:
STREET 1: 3031 RESEARCH DRIVE
STREET 2: 3031 RESEARCH DRIVE
CITY: RICHMOND
STATE: CA
ZIP: 94806
SC 13D/A
1
dsc13da.txt
AMENDMENT #2 TO SCHEDULE 13-D
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
------
Onyx Pharmaceuticals Inc.
--------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $.001 par value
--------------------------------------------------------------------------------
(Title of Class of Securities)
0006833991
------------------------------------------------------------
(CUSIP Number)
Stephen Cunningham David W. Tegeler, Esq.
Schroders Investment Management Limited Testa, Hurwitz & Thibeault, LLP
31 Gresham Street 125 High Street
London EC2V 7QA, England Boston, MA 02110
+44 (0) 20 7658-6000 (617) 248-7000
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
September 25, 2001
--------------------------------------------------------------------------------
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of (S)(S)240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [_]
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See (S)240.13d-7 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).
Page 1 of 5 pages
SCHEDULE 13D
----------------------- ---------------------
CUSIP NO. 0006833991 PAGE 2 OF 5 PAGES
----------------------- ---------------------
------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS.
1 I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
International Biotechnology Trust plc
------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
------------------------------------------------------------------------------
SEC USE ONLY
3
------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
Not Applicable
------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
5 PURSUANT TO ITEMS 2(d) or 2(e) [_]
Not Applicable
------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
United Kingdom
------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 542,807 shares of Common Stock, $.001 par value
("Common Stock")
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
-0-
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING 542,807 shares of Common Stock
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
-0-
------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
542,807 shares of Common Stock
------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
2.9%
------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
CO
------------------------------------------------------------------------------
Page 2 of 5 pages
This Schedule 13D Amendment No. 2 ("Amendment No. 2") is an amendment to
the Schedule 13D that was filed with the Securities and Exchange Commission
("SEC") on January 16, 1998 and amended by Schedule 13D Amendment No. 1 filed
with the SEC on March 8, 2000 (together, the "Original 13D") on behalf of
International Biotechnology Trust plc.
Unless otherwise noted, the information contained in this Amendment No. 2
amends and restates the items below as previously disclosed in the Original 13D.
Capitalized terms not defined in this Amendment No. 2 shall have their
respective meanings as set forth in the Original 13D.
ITEM 1. SECURITY AND ISSUER.
This statement relates to the Common Stock, $.001 par value (the "Common
Stock") of Onyx Pharmaceuticals, Inc., a Delaware corporation (the "Issuer").
The principal executive officers of the Issuer are located at 3031 Research
Drive, Building A, Richmond, CA 94806.
ITEM 2. IDENTITY AND BACKGROUND.
(a) The undersigned hereby files this Schedule 13D on behalf of
International Biotechnology Trust plc, a company organized under the laws of the
United Kingdom ("IBT").
(b) The principal business of IBT is that of a publicly-traded investment
trust company.
(c) The address of the principal business office of IBT is 31 Gresham
Street, London, EC2V 7QA, England.
(d) During the five years prior to the date hereof, neither IBT nor any of
its officers or directors have been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
(e) During the five years prior to the date hereof, neither IBT nor any of
its officers or directors were a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which such person
was or is subject to a judgment, decree or final order enjoining future
violations of or prohibiting or mandating activity subject to Federal or state
securities laws or finding any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Not Applicable. Exit Filing.
ITEM 4. PURPOSE OF TRANSACTION.
Not Applicable. Exit Filing.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Based on a total of 18,506,897 share of Common Stock outstanding (such
number is based on the number of securities outstanding as contained in the most
recently available filing with the Commissioner of the Issuer) of the Issuer, as
of October 15, 2001, IBT owns 542,807 shares of Common Stock, or approximately
2.9% of the Common Stock outstanding.
Page 3 of 5 pages
(b) Except as described in Item 6 below, IBT has sole power to vote or
direct the voting of and to dispose or to direct the disposition of the shares
of Common Stock referred to in paragraph (a) above.
(c) Except as described in this statement, neither IBT nor any of its
officers or directors have effected any transaction in the Common Stock in the
past 60 days.
(d) As of September 25, 2001, IBT has ceased to be a beneficial owner of
more than five percent of the class of securities of the Issuer.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
On November 7, 2000, IBT terminated its contractual agreement with
Rothchild Asset Management Limited. Pursuant to a contractual agreement dated
as of November 7, 2000, IBT has engaged Schroders Investment Management Limited
("Schroders") to act as its discretionary investment manager. Pursuant to such
agreement, Schroders manages the business and assets of IBT, which includes the
authority to make decisions regarding the acquisition or disposition of
portfolio securities by IBT and to exercise any rights (including voting rights)
with respect to such securities. IBT has the right to terminate Schroders'
appointment as manager at any time if Schroders commits a material breach of its
obligations under the agreement and, if its breach is capable of remedy, fails
to make good the breach within 90 days of receipt of notice from IBT requiring
it to do so.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
Page 4 of 5 pages
SIGNATURE
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.
INTERNATIONAL BIOTECHNOLOGY TRUST PLC
October 15, 2001
--------------------------------------------
Date
/s/ Kate Bingham
--------------------------------------------
Signature
Kate Bingham, General Partner, SVLS (UK) Ltd.
---------------------------------------------
Name/Title
Page 5 of 5 pages