Schedule 13D

-----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, F1NKJC9jfiH8KrSSD8texKvnL7Nd0e5jmlS0BPXVhMhLXBfs6B93vC55DBb+8137 bbyTkJoWqe47cAmIHyMriQ== 0001193125-05-077845.txt : 20050415 0001193125-05-077845.hdr.sgml : 20050415 20050415172918 ACCESSION NUMBER: 0001193125-05-077845 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20050415 DATE AS OF CHANGE: 20050415 GROUP MEMBERS: ORBIMED CAPITAL LLC GROUP MEMBERS: SAMUEL D. ISALY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BIOMARIN PHARMACEUTICAL INC CENTRAL INDEX KEY: 0001048477 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 680397820 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-56595 FILM NUMBER: 05754887 BUSINESS ADDRESS: STREET 1: 105 DIGITAL DRIVE CITY: NOVATO STATE: CA ZIP: 94949 BUSINESS PHONE: 4155066700 MAIL ADDRESS: STREET 1: 105 DIGITAL DRIVE CITY: NOVATO STATE: CA ZIP: 94949 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ORBIMED ADVISORS LLC CENTRAL INDEX KEY: 0001055951 IRS NUMBER: 133976876 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 767 3RD AVENUE STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2126845700 MAIL ADDRESS: STREET 1: 767 3RD AVENUE STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13D 1 dsc13d.htm SCHEDULE 13D Schedule 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. )*

BioMarin Pharmaceutical Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

09061G101

(CUSIP Number)

OrbiMed Advisors LLC

OrbiMed Capital LLC

Samuel D. Isaly

767 Third Avenue

New York, NY 10017

Telephone: (212) 739-6400

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

Copy to:

Stephen M. Besen, Esq.

Shearman & Sterling LLP

599 Lexington Avenue

New York, New York 10022

Telephone: (212) 848-4000

April 15, 2005

(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 § 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box x.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7(b) 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 (the “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. 09061G101		Page 2 of 12 Pages


1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) OrbiMed Advisors LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (See Instructions) WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7 SOLE VOTING POWER

8 SHARED VOTING POWER

4,188,300

9 SOLE DISPOSITIVE POWER

10 SHARED DISPOSITIVE POWER

4,188,300


11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,188,300
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.49%
14	TYPE OF REPORTING PERSON (See Instructions) IA

SCHEDULE 13D


CUSIP No. 09061G101		Page 3 of 12 Pages


1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) OrbiMed Capital LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (See Instructions) WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7 SOLE VOTING POWER

8 SHARED VOTING POWER

1,118,000

9 SOLE DISPOSITIVE POWER

10 SHARED DISPOSITIVE POWER

1,118,000


11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,118,000
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.73%
14	TYPE OF REPORTING PERSON (See Instructions) IA

SCHEDULE 13D


CUSIP No. 09061G101		Page 4 of 12 Pages


1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Samuel D. Isaly
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS (See Instructions) WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)	¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7 SOLE VOTING POWER

8 SHARED VOTING POWER

5,306,300

9 SOLE DISPOSITIVE POWER

10 SHARED DISPOSITIVE POWER

5,306,300


11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,306,300
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)	¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.22%
14	TYPE OF REPORTING PERSON (See Instructions) IN

Item 1.

Security and Issuer.

The class of equity securities to which this Statement on Schedule 13D relates is the Common Stock (the “Shares”), of BioMarin Pharmaceutical Inc. (the “Issuer”), a Delaware corporation with its principal executive offices located at 105 Digital Drive, Novato, California 94949.

Item 2.

Identity and Background.

(a) This Statement is being filed by OrbiMed Advisors LLC, a limited liability company organized under the laws of Delaware, OrbiMed Capital LLC, a limited liability company organized under the laws of Delaware, and Samuel D. Isaly (“Isaly”), an individual (collectively, the “Reporting Persons”).

(b) – (c) OrbiMed Advisors LLC is a registered investment adviser under the Investment Advisers Act of 1940, as amended, that acts as investment adviser or general partner to certain clients which hold Shares of the Issuer, as more particularly described in Item 3 below. OrbiMed Advisors LLC has its principal offices at 767 Third Avenue, 30th Floor, New York, New York 10017.

OrbiMed Capital LLC is a registered investment adviser under the Investment Advisers Act of 1940, as amended, that acts as general partner to certain limited partnerships as more particularly described in Item 3 below. OrbiMed Capital LLC has its principal offices at 767 Third Avenue, 30th Floor, New York, New York 10017.

Isaly, a natural person, owns a controlling interest in OrbiMed Advisors LLC and OrbiMed Capital LLC.

The directors and executive officers of OrbiMed Advisors LLC and OrbiMed Capital LLC are set forth on Schedules I and II, attached hereto. Schedules I and II set forth the following information with respect to each such person:

(i)

name;

(ii)

business address (or residence address where indicated);

(iii)

present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted;

(iv)

citizenship.

(d) – (e) During the last five years, neither the Reporting Persons nor any Person named in Schedules I or II have been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating

Page 5 of 12 Pages

activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) Isaly is a citizen of the United States.

Item 3.

Source and Amount of Funds or Other Considerations.

Prior to April 15, 2005, pursuant to the discretionary investment management authority of OrbiMed Advisors LLC and OrbiMed Capital LLC under their respective investment advisory contracts and limited partnership agreements with or relating to Caduceus Capital Master Fund Limited, Caduceus Capital II, L.P., UBS Eucalyptus Fund, LLC, PaineWebber Eucalyptus Fund, Ltd., HFR SHC Aggressive Fund, Knightsbridge Post Venture IV L.P., Knightsbridge Integrated Holdings, V, LP, Knightsbridge Netherlands II, L.P., Knightsbridge Integrated Holdings IV Post Venture, LP, Knightsbridge Post Venture III, LP, Knightsbridge Netherlands I LP, Knightsbridge Netherlands III, LP, Knightsbridge Integrated Holdings II Limited, Knightsbridge Venture Capital IV, L.P., Knightsbridge Venture Capital III LP, Knightsbridge Venture Capital VI, L.P., Finsbury Worldwide Pharmaceutical Trust PLC and PHARMA/wHealth caused these clients to purchase 5,306,300 Shares of the Issuer. The authority referenced in the preceding sentence included in each case authority to vote, purchase and/or sell securities held by or on behalf of such entities, including those Shares of the Issuer referenced in that sentence.

Following the above transactions, Isaly, as the owner of a controlling interest in OrbiMed Advisors LLC and OrbiMed Capital LLC, is the beneficial owner of approximately 8.22% of the outstanding Shares of the Issuer. OrbiMed Advisors LLC is the beneficial owner of approximately 6.49% of the outstanding Shares of the Issuer and OrbiMed Capital LLC is the beneficial owner of approximately 1.73% of the outstanding Shares of the Issuer.

None of the Reporting Persons have acquired or disposed of any additional Shares of the Issuer since April 14, 2005.

Item 4.

Purpose of Transaction.

This filing is being made by the Reporting Persons because Caduceus Capital Master Fund Limited and Caduceus Capital II, L.P., two of the funds over which the Reporting Persons hold discretionary investment management authority, notified the Issuer by facsimile and by hand on April 15, 2005 of their intention to propose the nomination of three directors for election at the forthcoming 2005 annual meeting of the Issuer’s stockholders. A copy of the notification letter to Issuer is attached hereto as Exhibit B. As a result, the Reporting Persons may be deemed to hold the Shares with the purpose or effect of changing or influencing control of the Issuer. The Reporting Persons disclaim that they hold the Shares with such purpose.

Page 6 of 12 Pages

The nominees and a summary of their experience follows, and a full description is provided in the letter attached as Exhibit B:

Richard B. Brewer, who is the founder of a management advisory and investment firm and who, from 1998 to 2004, was Chief Executive Officer and President of Scios Inc., a biopharmaceutical company.

Joseph Klein, III, who is Managing Director of Gauss Capital Advisors, LLC, a financial consulting and investment advisory firm, which he founded in March 1998.

Alan J. Lewis, who is President of Celgene Signal Research, a wholly owned subsidiary of the Celgene Corporation.

SECURITY HOLDERS ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS RELATED TO SOLICITATION OF PROXIES BY THE REPORTING PERSONS FROM THE STOCKHOLDERS OF BIOMARIN PHARMACEUTICAL INC. FOR USE AT ITS ANNUAL MEETING (A) WHEN AND IF THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION, INCLUDING INFORMATION RELATING TO THE PARTICIPANTS IN ANY SUCH PROXY SOLICITATION, AND (B) WHEN AND IF COMPLETED, A DEFINITIVE PROXY STATEMENT AND A FORM OF PROXY WHICH WILL BE MAILED TO STOCKHOLDERS OF BIOMARIN PHARMACEUTICAL INC. AND WILL BE AVAILABLE AT NO CHARGE AT THE SECURITIES AND EXCHANGE COMMISSION’S WEBSITE AT HTTP://WWW.SEC.GOV.

Item 5.

Interest in Securities of the Issuer.

(a)-(b) As of this date of this filing, OrbiMed Advisors LLC, OrbiMed Capital LLC and Samuel D. Isaly may be deemed directly or indirectly, including by reason of their mutual affiliation, to be the beneficial owners of the Common Stock described in Item 3. Based upon information contained in the most recent available filing by the Issuer with the SEC, such Shares constitute approximately 8.22% of the issued and outstanding Shares. As described above in Item 2, Isaly owns, pursuant to the terms of the limited liability company agreement of each of OrbiMed Advisors LLC and OrbiMed Capital LLC, a controlling interest in the outstanding limited liability company interests of such entity. As a result, Isaly, OrbiMed Advisors LLC and OrbiMed Capital LLC share power to direct the vote and to direct the disposition of the Common Stock described in Item 3.

(c) The following tables set forth all transactions with respect to the Shares, effected during the past sixty (60) days by any of the Reporting Persons. All such transactions were effected in the open market, and the tables include commissions paid in per share prices.


Name	Date	No. of Shares Purchased	Price Per Share ($)
OrbiMed Advisors LLC	03/04/05	1,100	5.25
OrbiMed Advisors LLC	03/04/05	9,500	5.25
OrbiMed Advisors LLC	03/04/05	1,900	5.25
OrbiMed Advisors LLC	03/04/05	1,500	5.25
OrbiMed Advisors LLC	04/08/05	800	5.06
OrbiMed Advisors LLC	04/14/05	41,000	5.10
OrbiMed Capital LLC	04/07/05	18,000	5.31

Page 7 of 12 Pages


Name	Date	No. of Shares Sold	Price Per Share ($)
OrbiMed Advisors LLC	04/12/05	600	4.98
OrbiMed Advisors LLC	04/12/05	3,700	4.97
OrbiMed Advisors LLC	04/12/05	1,200	4.97
OrbiMed Advisors LLC	04/12/05	600	4.98
OrbiMed Capital LLC	02/17/05	43,900	5.58
OrbiMed Capital LLC	02/22/05	15,400	5.01
OrbiMed Capital LLC	02/22/05	27,200	5.01

(d) Not applicable.

(e) Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Other than the agreements and the relationships mentioned above, to the best knowledge of the Reporting Persons, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any persons with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any of the Shares, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving of withholding of proxies.

Item 7.

Materials to be Filed as Exhibits.


Exhibit		Description

A.		Joint Filing Agreement among OrbiMed Advisors LLC, OrbiMed Capital LLC and Samuel D. Isaly

B.		Letter to Issuer dated April 15, 2005

Page 8 of 12 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.

Dated: April 15, 2005


OrbiMed Advisors LLC

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly
Title:		Managing Partner

OrbiMed Capital LLC

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly
Title:		Managing Partner

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly

Page 9 of 12 Pages

Schedule I

The name and present principal occupation of each of the executive officers and directors of OrbiMed Advisors LLC are set forth below. Unless otherwise noted, each of these persons are United States citizens and have as their business address 767 Third Avenue, New York, NY 10017.


Name	Position with Reporting Person	Principal Occupation
Samuel D. Isaly	Managing Partner	Partner OrbiMed Advisors LLC

Michael Sheffery	Partner	Partner OrbiMed Advisors LLC

Carl L. Gordon	Partner	Partner OrbiMed Advisors LLC

Sven Borho German and Swedish Citizen	Partner	Partner OrbiMed Advisors LLC

Jonathan T. Silverstein	Partner	Partner OrbiMed Advisors LLC

Eric A. Bittelman	Chief Financial Officer	Chief Financial Officer OrbiMed Advisors LLC

Page 10 of 12 Pages

Schedule II

The name and present principal occupation of each of the executive officers and directors of OrbiMed Capital LLC are set forth below. Unless otherwise noted, each of these persons are United States citizens and have as their business address 767 Third Avenue, New York, NY 10017.


Name	Position with Reporting Person	Principal Occupation
Samuel D. Isaly	Managing Partner	Partner OrbiMed Capital LLC

Michael Sheffery	Partner	Partner OrbiMed Capital LLC

Carl L. Gordon	Partner	Partner OrbiMed Capital LLC

Sven Borho German and Swedish Citizen	Partner	Partner OrbiMed Capital LLC

Jonathan T. Silverstein	Partner	Partner OrbiMed Capital LLC

Eric A. Bittelman	Chief Financial Officer	Chief Financial Officer OrbiMed Capital LLC

Page 11 of 12 Pages

EXHIBIT INDEX


Exhibit	Description	Page No.

A.	Joint Filing Agreement among OrbiMed Advisors LLC, OrbiMed Capital, LLC and Samuel D. Isaly	A-1

B.	Letter to Issuer dated April 15, 2005	B-1

Page 12 of 12 Pages

EX-99.A 2 dex99a.htm JOINT FILING AGREEMENT Joint Filing Agreement

Exhibit A

JOINT FILING AGREEMENT

The undersigned hereby agree that the Statement on this Schedule 13D, dated April 15, 2005 (the “Schedule 13D”), with respect to the Common Stock, par value $.001 per share, of BioMarin Pharmaceutical Inc. is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended, and that this Agreement shall be included as an Exhibit to this Schedule 13D. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13D, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the 15th day of April 2005.


OrbiMed Advisors LLC

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly
Title:		Managing Partner

OrbiMed Capital LLC

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly
Title:		Managing Partner

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly

A-1

EX-99.B 3 dex99b.htm LETTER TO ISSUER DATED APRIL 15, 2005 Letter to Issuer dated April 15, 2005

Exhibit B

CADUCEUS CAPITAL MASTER FUND LIMITED

CADUCEUS CAPITAL II, L.P.

April 15, 2005

Via Facsimile and Hand Delivery

BioMarin Pharmaceutical Inc.

105 Digital Drive

Novato, California 94949

Attention: Corporate Secretary

Re:	Shareholder’s Notice of Intent to Nominate Persons for Election as Directors of BioMarin Pharmaceutical Inc.

Ladies and Gentlemen:

Caduceus Capital Master Fund Limited (“Caduceus Capital”) and Caduceus Capital II L.P. (“Caduceus Capital II” and together with Caduceus Capital, the “Record Holders” and each of them a “Record Holder”) hereby submit this notice (this “Notice”) on the date hereof pursuant to the requirements (the “Bylaws Requirements”) set forth in Article II, Sections 2.14 and 2.15 of the Amended and Restated Bylaws of BioMarin Pharmaceutical Inc. (the “Corporation” or “BioMarin”), effective April 4, 2005, filed as Exhibit 3.1 to the Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 5, 2005 (the “Bylaws”) of BioMarin.

The record address of each of the Record Holders is 767 Third Avenue, 30th Floor, New York, NY 10017. OrbiMed Advisors LLC or its affiliate, OrbiMed Capital LLC, act as general partner or investment advisor and are authorized to act on behalf of the undersigned stockholders. Caduceus Capital is the record owner of 1,430,000 shares of Common Stock of the Corporation and Caduceus Capital II is the record owner of 680,000 shares of Common Stock of the Corporation, or 2,110,000 shares in the aggregate. Our request is also supported by and submitted on behalf of the following stockholders for whom OrbiMed Advisors LLC or its affiliates directly or indirectly exercise control over the voting and disposition of the shares of Common Stock of the Corporation owned by such stockholders (collectively these stockholders own an additional 3,196,300 shares of Common Stock of the Corporation): UBS Eucalyptus Fund, LLC (1,200,000 shares), PaineWebber Eucalyptus Fund, Ltd. (127,500 shares), HFR SHC Aggressive Fund (242,000 shares), certain funds associated with Knightsbridge (709,800 shares), Finsbury Worldwide Pharmaceutical Trust PLC (876,000 shares), and PHARMA/wHEALTH (41,000 shares).

B-1

Each of the Record Holders hereby represents that it: (i) is a stockholder of record of stock of the Corporation entitled to vote at the 2005 annual meeting of stockholders of the Corporation (the “Annual Meeting”), (ii) intends to deliver a proxy statement and/or form of proxy to holders of at least the percentage of the Corporation’s outstanding capital stock required to elect the Nominees (as defined below) and/or otherwise solicit proxies from stockholders of the Corporation in support of such nomination, and (iii) intends to appear in person or by proxy at the Annual Meeting to nominate for election as directors of the Corporation the following persons (each, a “Nominee” and collectively, the “Slate”):

Richard B. Brewer

Joseph Klein, III

Alan J. Lewis

As of the date hereof, to the knowledge of the Record Holders, the full Board of Directors of BioMarin (the “Board”) consists of seven (7) directors and there are six (6) director-candidates nominated for election to the Board at the Annual Meeting. If, for any reason, any Nominee is unable to stand for election at the Annual Meeting, the Record Holders intend to nominate a person in the place of such Nominee (a “Substitute”). In such event, the Record Holders at the earliest practicable time will give notice to the Corporation of any Substitute.

Pursuant to the Bylaws Requirements, certain information about each Nominee is set forth in Annex A.

There are no arrangements or understandings between or among any Record Holders and each Nominee and any other person or persons pursuant to which the Record Holders will nominate each Nominee. Pursuant to the Bylaws Requirements, the written consent of each Nominee to being named in the proxy statement as a nominee and to serve as a director of the Corporation if elected is attached as Annex B.

Pursuant to the Bylaws Requirements, certain information relating to the Record Holders is set forth in the body of this Notice.

The Annexes and all attachments thereto are hereby incorporated into and made a part of this Notice. Accordingly, all matters disclosed in any part of this Notice, including the Annexes and all attachments thereto, should be deemed disclosed for all purposes of this Notice. All upper case terms appearing in the Annexes and all attachments thereto that are not defined in such Annexes and attachments shall have the meanings given in the body of this Notice or the Annexes, as applicable.

Neither the delivery of this Notice in accordance with the Bylaws Requirements nor any delivery by the Record Holders of additional information to the Corporation from and after the date hereof shall be deemed to constitute an admission by the Record Holders or any of their affiliates that such delivery is required or as to the legality or enforceability of the Bylaws or any other matter, or a waiver by the Record Holders or any of their affiliates of their right to contest or challenge, in any way, the enforceability of the Bylaws or any other matter.

[Signature page follows]

B-2


Very truly yours,

CADUCEUS CAPITAL MASTER FUND LIMITED By OrbiMed Capital LLC, general partner

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly
Title:		Managing Partner

CADUCEUS CAPITAL II L.P. By OrbiMed Advisors LLC, general partner

By:		/s/ SAMUEL D. ISALY
Name:		Samuel D. Isaly
Title:		Managing Partner

[Signature page to Shareholder’s Notice of Intent to Nominate

Persons for Election as Directors of BioMarin Pharmaceutical Inc.]

B-3

ANNEX A

Certain information about each Nominee is set forth in the attachments to this Annex A.

B-4

ANNEX A

Attachment 1

Information about Nominee pursuant to Section 2.15 of the Bylaws

(A)

Name: Richard B. Brewer

Age: 54

Business address: 5 Bird Hill Lane, Santa Cruz, CA 95060

Residence address: 5 Bird Hill Lane, Santa Cruz, CA 95060

(B) Principal occupation or employment: See (D)(ii) below.

(C) Class or series and number of capital shares of BioMarin that are owned beneficially or of record by Nominee: 140,000 shares owned through Crest Asset Management (See (D)(ii) below).

(D) Other Information relating to Nominee:

(i) Mr. Brewer has no position or office with BioMarin, and has no arrangement or understanding with any other person pursuant to which he was selected to be a nominee. Neither Mr. Brewer nor any of his associates have any arrangement or understanding with any person with respect to (A) any future employment by BioMarin or its affiliates; or (B) any future transactions to which BioMarin or any of its affiliates will or may be a party.

(ii) Mr. Brewer is the founding partner of Crest Asset Management, a management advisory and investment firm, a position he has held since January 2003. From September 1998 until February 2004, Mr. Brewer served as Chief Executive Officer and President of Scios Inc., a biopharmaceutical company. Mr. Brewer is an advisory board member for the Center for Accelerating Medical Solutions, a non-profit organization dedicated to expediting the discovery and development of life-saving drugs. Mr. Brewer is a director of Corgentech Inc. and Dendreon Corporation, two publicly traded biopharmaceutical companies, and Agensys, Inc., a privately-held biotechnology company. He is an advisory board member at the Kellogg Graduate School of Management Center for Biotechnology at Northwestern University.

None of the entities referred to under this item (D)(ii) with which the Nominee has been involved during the past five years is a parent, subsidiary, or other affiliate of BioMarin.

Mr. Brewer received a B.S. from Virginia Polytechnic Institute and an M.B.A. from Northwestern University.

B-5

ANNEX A

Attachment 2

Information about Nominee pursuant to Section 2.15 of the Bylaws

(A)

Name: Joseph Klein, III

Age: 44

Business address: 1724 Hillside Road, Stevenson, MD 21153

Residence address: 1724 Hillside Road, Stevenson, MD 21153

(B) Principal occupation or employment: See (D)(ii) below.

(C) Class or series and number of capital shares of BioMarin that are owned beneficially or of record by Nominee: 12,000 shares of common stock held by Joseph Klein, III 10% Charitable Remainder Unitrust.

(D) Other Information relating to Nominee:

(i) Mr. Klein has no position or office with BioMarin, and has no arrangement or understanding with any other person pursuant to which he was selected to be a nominee. Neither Mr. Klein nor any of his associates have any arrangement or understanding with any person with respect to (A) any future employment by BioMarin or its affiliates; or (B) any future transactions to which BioMarin or any of its affiliates will or may be a party.

(ii) Mr. Klein is currently Managing Director of Gauss Capital Advisors, LLC, a financial consulting and investment advisory firm, which he founded in March 1998. In addition to his investment advisory and financial consulting activities, Mr. Klein currently serves as a Venture Partner of Red Abbey Venture Partners, LP, a life science venture capital fund. From September 2001 to September 2002, Mr. Klein was a Venture Partner of MPM Capital, one of the largest healthcare venture capital firms in the world with over $2.2 billion under management. From June 1999 to September 2000 when it merged with WebMD, Mr. Klein served as Vice President, Strategy for Medical Manager Corporation, a physician office management information systems vendor. Mr. Klein is a Director of three publicly held biotechnology companies: Genaissance Pharmaceuticals, Guilford Pharmaceuticals and NPS Pharmaceuticals.

None of the entities referred to under this item (D)(ii) with which the Nominee has been involved during the past five years is a parent, subsidiary, or other affiliate of BioMarin.

Mr. Klein received a B.A. summa cum laude in economics from Yale University, where he was elected to Phi Beta Kappa, and an M.B.A. from the Stanford Graduate School of Business.

B-6

ANNEX A

Attachment 3

Information about Nominee pursuant to Section 2.15 of the Bylaws

(A)

Name: Alan J. Lewis

Age: 59

Business address: 4550 Towne Centre Court, San Diego, CA 92121

Residence address: 702 Midori Court, Solana Beach, CA 92075

(B) Principal occupation or employment: See (D)(ii) below.

(D) Other Information relating to Nominee:

(i) Mr. Lewis has no position or office with BioMarin, and has no arrangement or understanding with any other person pursuant to which he was selected to be a nominee. Neither Mr. Lewis nor any of his associates have any arrangement or understanding with any person with respect to (A) any future employment by BioMarin or its affiliates; or (B) any future transactions to which BioMarin or any of its affiliates will or may be a party.

(ii) Since 2000, Mr. Lewis has been the President of Celgene Signal Research, a wholly owned subsidiary of Celgene Corporation, an integrated pharmaceutical company. Celegene Signal Research focuses on the discovery and development of drugs that regulate genes associated with diseases. Previously, he was the President and Chief Executive Officer of Signal Pharmaceuticals, Inc., where he guided the company to its successful acquisition by Celgene for $275 million in 2000. Before joining Signal Pharmaceuticals, Mr. Klein held a number of positions at Wyeth-Ayerst Research and its predecessor Wyeth Laboratories, Inc. from 1979-1994, including Vice President of Research at Wyeth-Ayerst. Mr. Lewis has published over 120 full manuscripts and has written and edited seven books and 100 abstracts. Mr. Lewis was a Research Associate at Yale University from 1972-1973.

None of the entities referred to under this item (D)(ii) with which the Nominee has been involved during the past five years is a parent, subsidiary, or other affiliate of BioMarin.

Mr. Lewis received a B.Sc. in Physiology and Biochemistry from Southampton University, Southampton, Hampshire, U.K. and a Ph.D. in Pharmacology from the University of Wales, Cardiff, U.K.

B-7

ANNEX B

The written consent of each Nominee to being named in the proxy statement as a nominee for election as a director of BioMarin and to serve as a director if elected is attached to this Annex B. If the Corporation requests original signed statements of consent, the Record Holders will provide them.

B-8

CONSENT OF NOMINEE

The undersigned hereby consents to being named as a nominee for election as a director of Biomarin Pharmaceutical Inc. (the “Company”), in the proxy statement to be filed with the Securities and Exchange Commission and distributed to stockholders of the company by Samuel D. Isaly, OrbiMed Advisors LLC and OrbiMed Capital LLC (collectively, “Record Holders”) and in other materials in connection with the solicitation of proxies by Record Holders from stockholders of the Company to be voted at the 2005 annual meeting of stockholders of the Company and any adjournment thereof, and further consents to serve as a director of the Company, if elected.

Dated: April 15, 2005

/s/ RICHARD B. BREWER

Richard B. Brewer

B-9

CONSENT OF NOMINEE

Dated: April 15, 2005

/s/ JOSEPH KLEIN, III

Joseph Klein, III

B-10

CONSENT OF NOMINEE

Dated: April 15, 2005

/s/ ALAN J. LEWIS

Alan J. Lewis

B-11

B-12

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