-----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, M/fZGI6jh/hjIZca2epguxLP6zx5EFl4gnzHm0ye+NIKLAuLNELsvR3a3O7nDIcY p1jsiczKvWhj6y4Zp0rxLw== 0000898432-09-000028.txt : 20090109 0000898432-09-000028.hdr.sgml : 20090109 20090109164321 ACCESSION NUMBER: 0000898432-09-000028 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090109 DATE AS OF CHANGE: 20090109 GROUP MEMBERS: BIOTECHNOLOGY VALUE FUND II, L.P. GROUP MEMBERS: BVF INC. GROUP MEMBERS: BVF INVESTMENTS, L.L.C. GROUP MEMBERS: BVF PARTNERS L.P. GROUP MEMBERS: INVESTMENT 10, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INHIBITEX, INC. CENTRAL INDEX KEY: 0001274913 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 742708737 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79900 FILM NUMBER: 09519218 BUSINESS ADDRESS: STREET 1: 9005 WESTSIDE PARKWAY CITY: ALPHARETTA STATE: GA ZIP: 30004 BUSINESS PHONE: 678-746-1100 MAIL ADDRESS: STREET 1: 9005 WESTSIDE PARKWAY CITY: ALPHARETTA STATE: GA ZIP: 30004 FORMER COMPANY: FORMER CONFORMED NAME: INHIBITEX INC DATE OF NAME CHANGE: 20031231 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BIOTECHNOLOGY VALUE FUND L P CENTRAL INDEX KEY: 0000918923 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 363924731 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 900 N. MICHIGAN AVENUE, SUITE 1100 CITY: CHICAGO STATE: IL ZIP: 60611 BUSINESS PHONE: 3125066500 MAIL ADDRESS: STREET 1: 900 N. MICHIGAN AVENUE, SUITE 1100 CITY: CHICAGO STATE: IL ZIP: 60611 SC 13G/A 1 sch13g.htm





SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

SCHEDULE 13G
(Rule 13d-102)


INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)

(Amendment No. 1)*

INHIBITEX, INC.

(Name of Issuer)

 

 

Common Stock

(Title of Class of Securities)

 

 

45719T103

(CUSIP Number)

 

 

December 30, 2008

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

 

o Rule 13d-1(b)
xRule 13d-1(c)
o Rule 13d-1(d)


     *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 the 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 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).
 

 

 

 

 

  

CUSIP No. 45719T103

 

13G

 

Page 2 of 12 Pages

1

 

NAME OF REPORTING PERSON:
Biotechnology Value Fund, L.P.

 

 
 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a) x

 

 

 

 

(b)  o

 

 

 

 

 
 

3

 

SEC USE ONLY

 

 

 

 

 

 

 
 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

Delaware

 

 
 

 

 

5

 

SOLE VOTING POWER

NUMBER OF

 

 

 

0

SHARES

 

  

BENEFICIALLY

 

6

 

SHARED VOTING POWER

OWNED

 

 

  

1,364,322 (1)

BY

 

  

EACH

 

7

 

SOLE DISPOSITIVE POWER

REPORTING

 

 

 

0

PERSON

 

  

WITH:

 

8

 

SHARED DISPOSITIVE POWER

 

 

 

 

1,364,322 (1)
 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

1,364,322 (1)

 

 
 

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

o

 

 

 

 

 
 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

 

 

3.14% (1) (2)

 

 
 

12

 

TYPE OF REPORTING PERSON*

 

 
 

 

PN

  


 

 

 

 

 

  

CUSIP No. 45719T103

 

13G

 

Page 3 of 12 Pages

1

 

NAME OF REPORTING PERSON:
Biotechnology Value Fund II, L.P.

 

 
 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a) x

 

 

 

 

(b)  o

 

 

 

 

 
 

3

 

SEC USE ONLY

 

 

 

 

 

 

 
 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

Delaware

 

 
 

 

 

5

 

SOLE VOTING POWER

NUMBER OF

 

 

 

0

SHARES

 

  

BENEFICIALLY

 

6

 

SHARED VOTING POWER

OWNED

 

 

  

941,337 (1)

BY

 

  

EACH

 

7

 

SOLE DISPOSITIVE POWER

REPORTING

 

 

 

0

PERSON

 

  

WITH:

 

8

 

SHARED DISPOSITIVE POWER

 

 

 

 

941,337 (1)
 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

941,337 (1)

 

 
 

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

o

 

 

 

 

 
 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

 

 

2.17% (1) (2)

 

 
 

12

 

TYPE OF REPORTING PERSON*

 

 
 

 

PN

    

 

 

 

 

 

  

CUSIP No. 45719T103

 

13G

 

Page 4 of 12 Pages

1

 

NAME OF REPORTING PERSON:
BVF Investments, L.L.C.

 

 
 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

 (a) x

 

 

 

 

 (b)  o

 

 

 

 

 
 

3

 

SEC USE ONLY

 

 

 

 

 

 

 
 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

Delaware

 

 
 

 

 

5

 

SOLE VOTING POWER

NUMBER OF

 

 

 

0

SHARES

 

  

BENEFICIALLY

 

6

 

SHARED VOTING POWER

OWNED

 

 

  

3,339,064 (1)

BY

 

  

EACH

 

7

 

SOLE DISPOSITIVE POWER

REPORTING

 

 

 

0

PERSON

 

  

WITH:

 

8

 

SHARED DISPOSITIVE POWER

 

 

 

 

3,339,064 (1)
 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

3,339,064 (1)

 

 
 

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

o

 

 

 

 

 
 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

 

 

7.69% (1) (2)

 

 
 

12

 

TYPE OF REPORTING PERSON*

 

 
 

 

OO

    


 

 

 

 

 

  

CUSIP No. 45719T103

 

13G

 

Page 5 of 12 Pages

1

 

NAME OF REPORTING PERSON:
Investment 10, L.L.C.

 

 
 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a) x

 

 

 

 

(b)  o

 

 

 

 

 
 

3

 

SEC USE ONLY

 

 

 

 

 

 

 
 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

Illinois

 

 
 

 

 

5

 

SOLE VOTING POWER

NUMBER OF

 

 

 

0

SHARES

 

  

BENEFICIALLY

 

6

 

SHARED VOTING POWER

OWNED

 

 

  

369,198 (1)

BY

 

  

EACH

 

7

 

SOLE DISPOSITIVE POWER

REPORTING

 

 

 

0

PERSON

 

  

WITH:

 

8

 

SHARED DISPOSITIVE POWER

 

 

 

 

369,198 (1)
 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

369,198 (1)

 

 
 

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

o

 

 

 

 

 
 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

 

 

0.85% (1) (2)

 

 
 

12

 

TYPE OF REPORTING PERSON*

 

 
 

 

OO

    


 

 

 

 

 

  

CUSIP No. 45719T103

 

13G

 

Page 6 of 12 Pages

1

 

NAME OF REPORTING PERSON:
BVF Partners L.P.

 

 
 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a) x

 

 

 

 

(b)  o

 

 

 

 

 
 

3

 

SEC USE ONLY

 

 

 

 

 

 

 
 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

Delaware

 

 
 

 

 

5

 

SOLE VOTING POWER

NUMBER OF

 

 

 

0

SHARES

 

  

BENEFICIALLY

 

6

 

SHARED VOTING POWER

OWNED

 

 

  

6,013,921 (1)

BY

 

  

EACH

 

7

 

SOLE DISPOSITIVE POWER

REPORTING

 

 

 

0

PERSON

 

  

WITH:

 

8

 

SHARED DISPOSITIVE POWER

 

 

 

 

6,013,921 (1)
 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

6,013,921 (1)

 

 
 

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

o

 

 

 

 

 
 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

 

 

13.86% (1) (2)

 

 
 

12

 

TYPE OF REPORTING PERSON*

 

 
 

 

PN, HC

    

 

 

 

 

 

  

CUSIP No. 45719T103

 

13G

 

Page 7 of 12 Pages

1

 

NAME OF REPORTING PERSON:
BVF Inc.

 

 
 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(a) x

 

 

 

 

(b)  o

 

 

 

 

 
 

3

 

SEC USE ONLY

 

 

 

 

 

 

 
 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

Delaware

 

 
 

 

 

5

 

SOLE VOTING POWER

NUMBER OF

 

 

 

0

SHARES

 

  

BENEFICIALLY

 

6

 

SHARED VOTING POWER

OWNED

 

 

  

6,013,921 (1)

BY

 

  

EACH

 

7

 

SOLE DISPOSITIVE POWER

REPORTING

 

 

 

0

PERSON

 

  

WITH:

 

8

 

SHARED DISPOSITIVE POWER

 

 

 

 

6,013,921 (1)
 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 

 

6,013,921 (1)

 

 
 

10

 

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

o

 

 

 

 

 
 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

 

 

13.86% (1)(2)

 

 
 

12

 

TYPE OF REPORTING PERSON*

 

 
 

 

CO, HC

    

 

 

 

 

 

  

CUSIP No. 45719T103

 

13G

 

Page 8 of 12 Pages


The following footnotes relate to pages 2 through 7:

(1) With respect to each Reporting Person, the following securities are held, as follows (See Items 2(a) and 2(d) for defined terms for each entity and all other capitalized terms below):
 

Security Type

BVF

   BVF2

   Investments

   ILL10

   Partners

   BVF Inc.

Common Stock

1,359,531

938,000

3,327,000

368,000

5,992,531

5,992,531

Warrants

4,791

3,337

12,064

1,198

21,390

21,390

The Warrants may be exercised at any time until expiration for shares of the Issuer’s Common Stock at an exercise price of $8.81per share. The Warrants are exercisable until November 10, 2009.
 
(2) The percentage calculations are based on 43,401,960 shares of Common Stock outstanding determined as follows: (x) 43,380,570 shares of Common Stock outstanding plus (y) 21,390 shares of Common Stock issuable upon exercise of the Warrants held by the Reporting Persons.
 

ITEM 1(a).

NAME OF ISSUER: INHIBITEX, INC. (“INHX”)

ITEM 1(b).

ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

9005 Westside Parkway
Alpharetta, GA 30004

ITEM 2(a).

NAME OF PERSON FILING:

This Schedule 13G is being filed on behalf of the following persons (the “Reporting Persons”):
   
 

(i)

  

Biotechnology Value Fund, L.P. (“BVF”)
 

(ii)

  

Biotechnology Value Fund II, L.P. (“BVF2”)
 

(iii)

  

BVF Investments, L.L.C. (“BVLLC”)
 

(iv)

  

Investment 10, L.L.C. (“ILL10”)
 

(v)

  

BVF Partners L.P. (“Partners”)
 

(vii)

  

BVF Inc. (“BVF Inc.”)


ITEM 2(b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE:

The principal business office of the Reporting Persons comprising the group filing this Schedule 13G is located at 900 North Michigan Avenue, Suite 1100, Chicago, Illinois, 60611.

ITEM 2(c).

CITIZENSHIP:

CUSIP No. 45719T103

13G

Page 9 of 12 Pages
 

BVF:

a Delaware limited partnership
 

BVF2:

a Delaware limited partnership
 

BVLLC:

a Delaware limited liability company
 

ILL10:

an Illinois limited liability company
 

Partners:

a Delaware limited partnership
 

BVF Inc.:

a Delaware corporation

ITEM 2(d).

TITLE OF CLASS OF SECURITIES:

This Amendment No. 1 to Schedule 13G, is being filed with respect to the common stock, par value $0.001 per share ("Common Stock"), of INHX. The Reporting Persons' percentage ownership of Common Stock is based on 43,380,570 shares of Common Stock being outstanding and the beneficial ownership by the Reporting Persons of 21,390 warrants (the “Warrants”) to purchase an equivalent number of shares of the Common Stock. See the discussion in footnote (1) for a further description of the Warrants.

As of January 9, 2008, BVF beneficially owned 1,364,322 shares of Common Stock, of which 4,791 shares are attributable to Warrants, BVF2 beneficially owned 941,337 shares of Common Stock, of which 3,337 shares are attributable to Warrants, BVLLC beneficially owned 3,339,064 shares of Common Stock, of which 12,064 shares are attributable to Warrants and ILL10 beneficially owned 369,198 shares of Common Stock, to which 1,198 shares are attributable to Warrants. Partners and BVF Inc. may each be deemed to beneficially own 6,013,921 shares of Common Stock, of which 21,390 shares are attributable to Warrants.

ITEM 2(e).

CUSIP Number:                45719T103

ITEM 3.     IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), or 13d-2(b) or (c) CHECK WHETHER THE PERSON FILING IS:    One of the following


Not applicable as this Amendment No. 1 to Schedule 13G is filed pursuant to Rule 13d-1(c).

ITEM 4.

OWNERSHIP:

The information in items 1 and 5 through 11 on the cover pages (pp. 2 - 7) of this Amendment No. 1 to Schedule 13G is hereby incorporated by reference.

ITEM 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be the beneficial owners of more than 5 percent of the class of securities, check the following [ ].

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:

Pursuant to the operating agreement of BVLLC, Partners is authorized, among other things, to invest the funds of Samana Capital, L.P., the majority member of BVLLC, in the shares of Common Stock beneficially owned by BVLLC and to vote and exercise dispositive power over those shares of Common Stock. Partners and BVF Inc. share voting and dispositive power over shares of Common Stock beneficially owned by BVF, BVF2, BVLLC and those owned by ILL10, on whose behalf Partners acts as an investment manager and, accordingly, Partners and BVF Inc. have beneficial ownership of all of the shares of Common Stock owned by such parties.

 

 

 

 

 

  

CUSIP No. 45719T103

 

 

 

13G

 

Page 10 of 12 Pages


ITEM 7.                 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:


Mr. Lampert is the owner, sole director and an officer of BVF Inc. BVF Inc. is the general partner of Partners, which is the general partner of BVF and BVF 2. Partners is the manager of BVLLC and is investment adviser to ILL10.

ITEM 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP:


The members of the group making this filing on Schedule 13G are: Biotechnology Value Fund, L.P., Biotechnology Value Fund II, L.P., BVF Investments, L.L.C., Investment 10, L.L.C., BVF Partners L.P. and BVF Inc.    

 

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP:
 

Not applicable.

 

 

 

 

 

 

 

 

  

CUSIP No. 45719T103
 
 

 

13G

 

Page 11 of 12 Pages

ITEM 10.

CERTIFICATION 


By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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: January 9, 2009

BIOTECHNOLOGY VALUE FUND, L.P.*

By:

BVF Partners, L.P., its general partner
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BIOTECHNOLOGY VALUE FUND II, L.P.*

By:

BVF Partners, L.P., its general partner
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BVF INVESTMENTS, L.L.C.*

By:

BVF Partners, L.P., its manager
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

INVESTMENT 10, L.L.C.*

By:

BVF Partners, L.P., its investment manager
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BVP PARTNERS L.P.*

By:

BVF Inc., its general partner
   
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BVF INC.*
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     


*The Reporting Person disclaims beneficial ownership except to the extent of its pecuniary interest therein.

Exhibit A
JOINT FILING AGREEMENT

The undersigned agree that this Amendment No. 1 to Schedule 13G, dated January 9, 2009, relating to the Common Stock of INHX shall be filed on behalf of the undersigned.

Dated: January 9, 2009

BIOTECHNOLOGY VALUE FUND, L.P.

By:

BVF Partners, L.P., its general partner
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BIOTECHNOLOGY VALUE FUND II, L.P.

By:

BVF Partners, L.P., its general partner
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BVF INVESTMENTS, L.L.C.

By:

BVF Partners, L.P., its manager
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

INVESTMENT 10, L.L.C.

By:

BVF Partners, L.P., its investment manager
   
 

By:

BVF Inc., its general partner
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BVP PARTNERS L.P.

By:

BVF Inc., its general partner
   
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     

BVF INC.
 

By:

/s/ Mark N. Lampert     
   

Mark N. Lampert, President
     


-----END PRIVACY-ENHANCED MESSAGE-----