-----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, Hw3ewKDJTbYED2AeZjfAF416T5dPvPqQPmWOaT8SUQI7B6DfZiMiM8VJybr7fzBc BCS6+IJXuR7f9T3VpRxZbQ== 0000950134-08-011878.txt : 20080626 0000950134-08-011878.hdr.sgml : 20080626 20080626143332 ACCESSION NUMBER: 0000950134-08-011878 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080626 DATE AS OF CHANGE: 20080626 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BIOMIMETIC THERAPEUTICS, INC. CENTRAL INDEX KEY: 0001138400 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 621786244 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81899 FILM NUMBER: 08919097 BUSINESS ADDRESS: STREET 1: 389-A NICHOL MILL LANE CITY: FRANKLIN STATE: TN ZIP: 37067 BUSINESS PHONE: 615 844 1280 MAIL ADDRESS: STREET 1: 389-A NICHOL MILL LANE CITY: FRANKLIN STATE: TN ZIP: 37067 FORMER COMPANY: FORMER CONFORMED NAME: BIOMIMETIC PHARMACEUTICALS INC DATE OF NAME CHANGE: 20010413 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Novo A/S CENTRAL INDEX KEY: 0001388325 IRS NUMBER: 000000000 STATE OF INCORPORATION: G7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: KROGSHOJVEJ 41 CITY: BAGSVAERD STATE: G7 ZIP: DK-2880 BUSINESS PHONE: 45 8824 8824 MAIL ADDRESS: STREET 1: KROGSHOJVEJ 41 CITY: BAGSVAERD STATE: G7 ZIP: DK-2880 SC 13D/A 1 f41782sc13dza.htm AMENDMENT TO SCHEDULE 13D sc13dza
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
BioMimetic Therapeutics, Inc.
 
(Name of Issuer)
Common Stock
 
(Title of Class of Securities)
09064X101
 
(CUSIP Number)
Thorkil Kastberg Christensen
Novo A/S
Krogshojvej 41
Bagsvaerd, Denmark DK-2880
 
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 24, 2008
 
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 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).
 
 

 


 

SCHEDULE 13D
                     
CUSIP No.
 
09064X101 
 

 

           
1   NAME OF REPORTING PERSONS.

I.R.S.Identification Nos. of above persons (entities only).

NOVO A/S
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  WC
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  Denmark
       
  7   SOLE VOTING POWER
     
NUMBER OF   3,150,432*
       
SHARES? 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   None
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   3,150,432*
       
WITH 10   SHARED DISPOSITIVE POWER
     
    None
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  3,150,432*
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  17.0%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  CO
* Thomas Dyrberg, a partner of Novo A/S, resigned as a member of the board of directors of BioMimetic Therapeutics, Inc. effective June 21, 2007. Dr. Dyrberg disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein arising as a result of his engagement with Novo A/S. The board of directors of Novo A/S has sole voting and investment control over these shares. The board of directors of Novo A/S is comprised of Ulf J. Johansson, Jorgen Boe, Goran Ando and Hans Werdelin, none of whom has individual voting or investment power with respect to such shares and each disclaims beneficial ownership of the shares held by Novo A/S.

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SCHEDULE 13D
This Amendment No. 3 to Schedule 13D amends and supplements the information set forth in the Schedule 13D filed with the Securities and Exchange Commission by Novo A/S on March 20, 2007, as amended by Amendment No. 1 to the Schedule 13D filed on July 9, 2007, and Amendment No. 2 to the Schedule 13D filed on May 20, 2008 (the Schedule 13D, as amended, is referred to herein as “Schedule 13D”).
Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to such terms in Schedule 13D.
The following Items of the Schedule 13D are hereby amended as follows:
Item 3 — Source and Amount of Funds or Other Consideration
Item 3 is hereby amended by adding the following:
On May 22, 2008, Novo A/S purchased 9,500 shares of Issuer common stock. The aggregate purchase price was $104,274.14.
On May 23, 2008, Novo A/S purchased 3,431 shares of Issuer common stock. The aggregate purchase price was $37,741.00.
On June 24, 2008, Novo A/S purchased 248,202 shares of Issuer common stock. The aggregate purchase price was $2,730,222.00.
The purchase price paid by Novo A/S for the May 22, 2008, May 23, 2008 and June 24, 2008 transactions came from the working capital.
Item 5 — Interest in Securities of the Issuer
Item 5 is hereby amended and restated as follows:
(a) Based upon 18,518,680 shares of Issuer common stock outstanding on May 5, 2008 (according to information provided by the Issuer in its SEC filings), Novo A/S beneficially owns 3,150,432 shares of Issuer common stock, which constitute approximately 17.0% of the common stock of the Issuer as calculated in accordance with Rule 13d-3(d)(1).
Except as described in this Schedule 13D, none of the persons or entities listed on Schedule I beneficially owns any common stock of the Issuer.
(b) Novo A/S holds the sole power to direct the vote as to, and to direct the disposition of, 3,150,432 shares of Issuer common stock.
Except as described in this Schedule 13D, none of the persons or entities listed on Schedule I has the power to direct the vote as to, or the disposition of, any common stock of the Issuer.

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(c) Except as set forth in this Schedule 13D, Novo A/S has not effected any transactions in Issuer common stock within the past 60 days and none of the persons or entities listed on Schedule I has effected any transactions in Issuer common stock within the past 60 days.
(d) Novo A/S does not know of any other person having the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Issuer common stock beneficially owned by the Reporting Persons.
(e) Not applicable.

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SCHEDULE 13D
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.
Novo A/S
     
06/26/08
 
   
Date
   
 
   
/s/ Thorkil Kastberg Christensen
 
   
Signature
   
 
   
Thorkil Kastberg Christensen
 
   
Novo A/S
   
Chief Financial Officer
 
Name/Title
   

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