-----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, LaajGA4gPXmR5JGkAAPqoOgCms4LQMebaWi0VFxEVhmTDFaKlsAe1eDcSMjaxGSa OzOXobHwsye9JRCux4yFGA== 0000893750-97-000082.txt : 19970223 0000893750-97-000082.hdr.sgml : 19970223 ACCESSION NUMBER: 0000893750-97-000082 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970221 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AFFYMETRIX INC CENTRAL INDEX KEY: 0000913077 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 770319159 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-48829 FILM NUMBER: 97540707 BUSINESS ADDRESS: STREET 1: 3380 CENTRAL EXPRESSWAY CITY: SANTA CLARA STATE: CA ZIP: 95051 BUSINESS PHONE: 4085226000 MAIL ADDRESS: STREET 1: 3380 CENTRAL EXPRESSWAY CITY: SANTA CLARA STATE: CA ZIP: 95051 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GLAXO WELLCOME PLC/ENG CENTRAL INDEX KEY: 0000813633 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: LANSDOWNE HOUSE STREET 2: BERKELEY SQ CITY: LONDON W1Y 6BP ENGLA STATE: X0 FORMER COMPANY: FORMER CONFORMED NAME: GLAXO PLC /ENG/ DATE OF NAME CHANGE: 19950125 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ___________)* AFFYMETRIX, INC. - ---------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK, NO PAR VALUE - ---------------------------------------------------------------------------- (Title of Class of Securities) 00826T 10 8 - ---------------------------------------------------------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement / / . (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). * 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 in 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). CUSIP No. 00826T 10 8 13G Page 2 of 15 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GLAXO WELLCOME PLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* JOINT FILING (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND 5 SOLE VOTING POWER NUMBER OF 7,731,731 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH NONE REPORTING PERSON 7 SOLE DISPOSITIVE POWER WITH 7,731,731 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,731,731 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 34.4% 12 TYPE OF REPORTING PERSON* HC *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 00826T 10 8 13G Page 3 of 15 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GLAXO GROUP LTD. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* JOINT FILING (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND 5 SOLE VOTING POWER NUMBER OF SHARES 7,705,067 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH REPORTING NONE PERSON WITH 7 SOLE DISPOSITIVE POWER 7,705,067 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,705,067 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 34.3% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GLAXO VENTURE LTD. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* JOINT FILING (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND 5 SOLE VOTING POWER NUMBER OF 7,705,067 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH NONE REPORTING PERSON 7 SOLE DISPOSITIVE POWER WITH 7,705,067 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,705,067 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 34.3% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 00826T 10 8 13G Page 5 of 15 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AFFYMAX N.V. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* JOINT FILING (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION NETHERLANDS 5 SOLE VOTING POWER NUMBER OF 7,705,067 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH NONE REPORTING PERSON 7 SOLE DISPOSITIVE POWER WITY 7,705,067 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,705,067 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 34.2% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 00826T 10 8 13G Page 6 of 15 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON DOUGLAS HURT 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* JOINT FILING (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND 5 SOLE VOTING POWER NONE NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY NONE EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON NONE 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,332 (Not to be construed as an admission of beneficial ownership.) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 00826T 10 8 13G Page 7 of 15 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BARRY ROSS 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* JOINT FILING (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND 5 SOLE VOTING POWER NONE NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY NONE EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH NONE 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,332 (Not to be construed as an admission of beneficial ownership.) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 00826T 10 8 13G Page 8 of 15 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AFFYMAX TECHNOLOGIES N.V. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* JOINT FILING (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION NETHERLANDS ANTILLES 5 SOLE VOTING POWER 6,746,592 NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY NONE EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 6,746,592 8 SHARED DISPOSITIVE POWER NONE 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,746,592 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 29.8% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! Item 1.(a) Name of Issuer Affymetrix, Inc. Item 1.(b) Address of Issuer's Principal Executive Offices 3380 Central Expressway, Santa Clara, California 95051 Item 2.(a) Name of Person Filing This statement on Schedule 13G (this "Schedule 13G") is being filed jointly by the following persons: (i) Glaxo Wellcome plc, (ii) Glaxo Group Ltd., (iii) Glaxo Venture Ltd., (iv) Affymax N.V., (v) Affymax Technologies N.V., (vi) Mr. Douglas Hurt, and (vii) Dr. Barry Ross. The foregoing persons shall collectively be referred to herein as the "Glaxo Reporting Persons". Item 2.(b) Address or Principal Business Office or, if none, Residence The address of the principal business office of each of the Glaxo Reporting Persons is attached hereto as Schedule A. Item 2.(c) Citizenship The corporate or individual citizenship of each of the Glaxo Reporting Persons is as follows: (i) Glaxo Wellcome plc (England), (ii) Glaxo Group Ltd. (England), (iii) Glaxo Venture Ltd. (England), (iv) Affymax N.V. (Netherlands), (v) Affymax Technologies N.V. (Netherlands Antilles), (vi) Mr. Douglas Hurt (England), and (vii) Dr. Barry Ross (England). Item 2.(d) Title of Class of Securities Common Stock, No Par Value ("Affymetrix Common Stock") Item 2.(e) CUSIP No. 00826T 10 8 Item 3. If this statement is filed pursuant to Rules 13d-l(b), or 13d-2(b), check whether the person filing is a: (a) / / Broker or dealer registered under section 15 of the Act (b) / / Bank as defined in section 3(a)(6) of the Act (c) / / Insurance company as defined in section 3(a)(19) of the Act (d) / / Investment company registered under section 8 of the Investment Company Act (e) / / Investment adviser registered under section 203 of the Investment Advisers Act of 1940 (f) / / Employee benefit plan, pension fund which is subject to provisions of the Employee Retirement Income Security Act of 1974 or endowment fund; see Section 240.13d-1(b)(1)(ii)(F) (g) / / Parent holding company, in accordance with Section 240.13d-1(b)(ii)(G). (Note: See Item 7) (h) / / Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) Not Applicable. Item 4. Ownership (a) Amount Beneficially Owned See line item (9) of each Glaxo Reporting Person's cover page to this Schedule 13G. (b) Percent of Class See line item (11) of each Glaxo Reporting Person's cover page to this Schedule 13G. (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote See line item (5) of each Glaxo Reporting Person's cover page to this Schedule 13G. (ii) Shared power to vote or to direct the vote See line item (6) of each Glaxo Reporting Person's cover page to this Schedule 13G. (iii) Sole power to dispose or to direct the disposition of See line item (7) of each Glaxo Reporting Person's cover page to this Schedule 13G. (iv) Shared power to dispose or to direct the disposition of See line item (8) of each Glaxo Reporting Person's cover page to this Schedule 13G. Mr. Douglas Hurt and Dr. Barry Ross are each directors of Affymetrix, Inc. designated by Glaxo Wellcome plc ("Glaxo Wellcome"). Each such individual may be deemed to beneficially own 13,332 shares of Affymetrix Common Stock (the "Directors' Shares") pursuant to certain currently exercisable stock options granted to them by Affymetrix, Inc. The Directors' Shares are held by Mr. Douglas Hurt and Dr. Barry Ross for the benefit of Glaxo Wellcome which has the sole power to direct both the voting and disposition of such shares. Mr. Douglas Hurt and Dr. Barry Ross each disclaims beneficial ownership of the securities of Affymetrix, Inc. reported in this Schedule 13G, and the filing of this Schedule 13G shall not be construed as an admission that these individuals are the beneficial owners of any Affymetrix, Inc. securities. 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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following / /. Not Applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. To the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities of Affymetrix, Inc. which are the subject of this Schedule 13G. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company See Exhibit 1. Item 8. Identification and Classification of Members of the Group Not Applicable Item 9. Notice of Dissolution of Group Not Applicable Item 10. Certification Not Applicable. 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. GLAXO WELLCOME PLC By: /s/ S. J. Cowden ----------------------------- Title: Secretary Dated: February 14, 1997 SCHEDULE A TO SCHEDULE 13G ITEM 2(b) DISCLOSURE REGARDING ADDRESS OF PRINCIPAL BUSINESS OFFICE The principal business address of each of the Glaxo Reporting Persons is set forth below: Glaxo Wellcome plc Lansdowne House Berkeley Square London W1X 6BQ England Glaxo Group Ltd. and Glaxo Venture Ltd. Glaxo Wellcome House Berkeley Avenue Greenford, Middlesex UB6 0NN England Affymax N.V. 891-995 Greenford Road Greenford, Middlesex UB6 0HE England Affymax Technologies N.V. De Ruyterkade 62 Curacao Netherlands Antilles Mr. Douglas Hurt Glaxo Wellcome Inc. Five Moore Drive Research Triangle Park North Carolina 27709 USA Dr. Barry Ross Glaxo Research and Development Ltd. 891-995 Greenford Road Greenford, Middlesex UB6 0HE INDEX OF EXHIBITS Exhibit Sequentially Number Description Numbered Page - ------- ----------- ------------- 1. Item 7 Disclosure Regarding Subsidiaries 14 2. Joint Filing Agreement, dated February 14, 15 1997, among Glaxo Wellcome plc, Glaxo Group Ltd., Glaxo Venture Ltd., Affymax N.V., Affymax Technologies N.V., Mr. Douglas Hurt and Dr. Barry Ross EXHIBIT 1 TO SCHEDULE 13G ITEM 7 DISCLOSURE REGARDING SUBSIDIARIES Glaxo Wellcome plc ("Glaxo Wellcome") is the ultimate parent holding company with respect to all of the other Glaxo Reporting Persons, other than Mr. Douglas Hurt and Dr. Barry Ross. Glaxo Wellcome owns, directly and indirectly, 100% of Glaxo Group Ltd. ("Glaxo Group"). Glaxo Group in turn owns 100% of Glaxo Venture Ltd. ("Glaxo Venture") which owns approximately 99% of Affymax N.V. ("Affymax") of which Affymax Technologies N.V. ("Affymax Technologies") is a wholly-owned subsidiary. Neither Glaxo Wellcome, Glaxo Group nor Glaxo Venture directly holds any shares of Affymetrix Common Stock. The Glaxo Reporting Persons filing this Schedule 13G may be deemed to beneficially own shares of Affymetrix Common Stock in the following amounts: Person Shares of Affymetrix Shares of Affymetrix Common Stock Directly Common Stock Owned, Including Beneficially Owned Pursuant to Warrants 1. Affymax Technologies 6,746,592 6,746,592 2. Affymax 958,475 7,705,067 3. Glaxo Venture 0 7,705,067 4. Glaxo Group 0 7,705,067 5. Glaxo Wellcome 0 7,731,731 EXHIBIT 2 --------- JOINT FILING AGREEMENT Each of the undersigned hereby agrees and consents that the Schedule 13G filed herewith (the "Schedule 13G") by Glaxo Wellcome plc ("Glaxo Wellcome") is filed on behalf of each of them pursuant to the authorization of each of them to Glaxo Wellcome to make such filing and that such Schedule 13G is filed jointly on behalf of each of them, pursuant to Sections 13(d) and 13(g) of the Securities Exchange Act of 1934, as amended, and the rules promulgated thereunder. Each of these persons is not responsible for the completeness or accuracy of the information concerning the other persons making this filing unless such person knows or has reason to believe that such information is inaccurate. This agreement may be signed in counterparts. GLAXO WELLCOME PLC GLAXO GROUP LTD. By: /s/ S. J. Cowden By: /s/ S. J. Cowden Title: Secretary Title: Secretary GLAXO VENTURE LTD. AFFYMAX N.V. By: /s/ S.J. Cowden By: /s/ Adrian Hennah Title: Company Secretary Title: Director MR. DOUGLAS HURT DR. BARRY ROSS By: /s/ Douglas Hurt By: /s/ Barry Ross AFFYMAX TECHNOLOGIES N.V. By: /s/ Adrian Hennah Title: Director Dated: February 14, 1997 -----END PRIVACY-ENHANCED MESSAGE-----