FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/08/2008 |
3. Issuer Name and Ticker or Trading Symbol
COLLAGENEX PHARMACEUTICALS INC [ CGPI ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, $0.01 par value | 20,298,997(1)(2) | I(3) | By Galderma Acquisition Inc. |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. On April 8, 2008, Galderma Acquisition Inc. ("Galderma Acquisition"), a wholly owned subsidiary of Galderma Laboratories, Inc. ("Galderma US"), acquired 19,715,344 shares of common stock, par value $0.01 (the "Shares"), of CollaGenex Pharmaceuticals, Inc. ("CollaGenex") that had been validly tendered, and not withdrawn, pursuant to Galderma Acquisition's offer to purchase (the "Offer") all of the outstanding common stock of CollaGenex. On April 10, 2008, Galderma Acquisition acquired 1,213,653 Shares that had been validly tendered into the Offer via notice of guaranteed delivery. Following completion of the Offer, Galderma Acquisition merged with and into CollaGenex, causing Galderma US to control CollaGenex. (Continued footnote 2) |
2. As of April 10, 2008, all of CollaGenex's common stock had been deregistered. |
3. Galderma Acquisition is a direct, wholly owned subsidiary of Galderma US, and as a result Galderma US and Galderma Acquisition may be deemed to share beneficial ownership of the shares shown as beneficially owned by Galderma US. |
/s/ Yon Choi, Treasurer | 04/20/2008 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |