-----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, Ek8u1hxdK2fz5FoHER1paaFRem9LOjK+bpihM2KJLuuY7rWwKTRfCSg+C7XxdGoX xowouI1Not0NY+Gya6nvvA== 0000932440-99-000063.txt : 19990305 0000932440-99-000063.hdr.sgml : 19990305 ACCESSION NUMBER: 0000932440-99-000063 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990304 GROUP MEMBERS: CHARLES H. PHIPPS GROUP MEMBERS: JENNIFER GILL ROBERTS GROUP MEMBERS: JOHN V. JAGGERS GROUP MEMBERS: JON W. BAYLESS GROUP MEMBERS: SEVIN ROSEN BAYLESS MANAGEMENT COMPANY GROUP MEMBERS: SEVIN ROSEN FUND IV LP GROUP MEMBERS: SRB ASSOCIATES IV L.P. GROUP MEMBERS: STEPHEN M. DOW SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VIROPHARMA INC CENTRAL INDEX KEY: 0000946840 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 232789550 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-48239 FILM NUMBER: 99556858 BUSINESS ADDRESS: STREET 1: 405 EAGLEVIEW BLVD STREET 2: PO BOX 5000 CITY: EXTON STATE: PA ZIP: 19341 BUSINESS PHONE: 6104587300 MAIL ADDRESS: STREET 1: 76 GREAT VALLEY PARKWAY CITY: MALVERN STATE: PA ZIP: 19355 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SEVIN ROSEN FUND IV LP CENTRAL INDEX KEY: 0000879427 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 13455 NOEL RD STE 1670 CITY: DALLAS STATE: TX ZIP: 75240 SC 13G/A 1 AMENDMENT NO. 3 TO SCHEDULE 13G 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. 3)* VIROPHARMA INCORPORATED - -------------------------------------------------------------------------------- (Name of Issuer) COMMON - -------------------------------------------------------------------------------- (Title of Class of Securities) 928241 10 8 - -------------------------------------------------------------------------------- (CUSIP Number) ------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |_| Rule 13d-1(b) |_| Rule 13d-1(c) |_| 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 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 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). 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS Sevin Rosen Fund IV L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER SHARES 748,727 BENEFICIALLY OWNED BY EACH 6 SHARED VOTING POWER REPORTING 6,234 PERSON WITH 7 SOLE DISPOSITIVE POWER 748,727 8 SHARED DISPOSITIVE POWER 6,234 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 754,961 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.6% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! 2 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS SRB Associates IV L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES 5 SOLE VOTING POWER BENEFICIALLY 748,727 OWNED BY EACH REPORTING 6 SHARED VOTING POWER PERSON WITH 6,234 7 SOLE DISPOSITIVE POWER 748,727 8 SHARED DISPOSITIVE POWER 6,234 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 754,961 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.6% 12 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! 3 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS Jon W. Bayless 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. NUMBER OF 5 SOLE VOTING POWER SHARES 19,926 BENEFICIALLY OWNED BY EACH 6 SHARED VOTING POWER REPORTING 754,961 PERSON WITH 7 SOLE DISPOSITIVE POWER 19,926 8 SHARED DISPOSITIVE POWER 754,961 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 774,887 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.7% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 4 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS Stephen M. Dow 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. NUMBER OF 5 SOLE VOTING POWER SHARES 0 BENEFICIALLY OWNED BY EACH 6 SHARED VOTING POWER REPORTING 788,888 PERSON WITH 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 788,888 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 788,888 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.9% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 5 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS John V. Jaggers 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. NUMBER OF 5 SOLE VOTING POWER SHARES 14,980 BENEFICIALLY OWNED BY EACH 6 SHARED VOTING POWER REPORTING 754,961 PERSON WITH 7 SOLE DISPOSITIVE POWER 14,980 8 SHARED DISPOSITIVE POWER 754,961 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 769,941 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.7% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 6 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS Charles H. Phipps 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. NUMBER OF 5 SOLE VOTING POWER SHARES 19,926 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH 754,961 REPORTING PERSON WITH 7 SOLE DISPOSITIVE POWER 19,926 8 SHARED DISPOSITIVE POWER 754,961 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 774,887 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.7% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 7 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS Jennifer Gill Roberts 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. NUMBER OF 5 SOLE VOTING POWER SHARES 2,267 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH 754,961 REPORTING PERSON WITH 7 SOLE DISPOSITIVE POWER 2,267 8 SHARED DISPOSITIVE POWER 754,961 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 757,228 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.6% 12 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! 8 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATIONS NOS. OF ABOVE PERSONS Sevin Rosen Bayless Management Company 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF 5 SOLE VOTING POWER SHARES 6,234 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH 748,727 REPORTING PERSON WITH 7 SOLE DISPOSITIVE POWER 6,234 8 SHARED DISPOSITIVE POWER 748,727 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 754,961 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.6% 12 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! 9 ITEM 1. (A) NAME OF ISSUER. ViroPharma Incorporated, a Delaware corporation (the "Issuer"). (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. The Issuer's principal executive offices are located at 76 Great Valley Parkway, Malvern, Pennsylvania 19355. ITEM 2. (A) NAMES OF PERSONS FILING. This statement is filed by the following persons: (i) Sevin Rosen Fund IV L.P. ("SR IV"); (ii) SRB Associates IV L.P. ("SRB IV"); (iii) Jon W. Bayless ("Bayless"); (iv) Stephen M. Dow ("Dow"); (v) John V. Jaggers ("Jaggers"); (vi) Charles H. Phipps ("Phipps"); (vii) Jennifer Gill Roberts ("Roberts") and (viii) Sevin Rosen Bayless Management Company ("SRBMC"). SRB IV is the general partner of SR IV. Bayless, Dow, Jaggers, Phipps and Roberts are the general partners of SRB IV and are officers and directors of SRBMC. (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE. The principal business office of each of SR IV, SRB IV, Bayless, Jaggers, Phipps and SRBMC is Two Galleria Tower, 13455 Noel Road, Suite 1670, Dallas, Texas 75240. The principal business office of Dow and Roberts is 169 University Avenue, Palo Alto, California 94301. (C) CITIZENSHIP. SR IV and SRB IV are each Delaware limited partnerships. Bayless, Dow, Jaggers, Phipps and Roberts are each U.S. citizens. SRBMC is a Texas corporation. 10 (D) TITLE OF CLASS OF SECURITIES. This statement relates to shares of Common Stock, par value $.002 per share (the "Common Stock"), of the Issuer. (E) CUSIP NUMBER. 928241 10 8 ITEM 3. This statement is not being filed pursuant to Rule 13d-1(b) or 13d-2(b). ITEM 4. OWNERSHIP. (A) AMOUNT BENEFICIALLY OWNED. (i) Each of SR IV, SRB IV and SRBMC beneficially owns 754,961 shares of Common Stock. (ii) Bayless beneficially owns 774,887 shares of Common Stock. (iii) Dow beneficially owns 788,888 shares of Common Stock. (iv) Jaggers beneficially owns 769,941 shares of Common Stock. (v) Phipps beneficially owns 774,887 shares of Common Stock. (iv) Roberts beneficially owns 757,228 shares of Common Stock. (B) PERCENT OF CLASS.(1) (i) Each of SR IV, SRB IV, Roberts and SRBMC - 6.6%. (ii) Bayless, Jaggers and Phipps - 6.7%. (iii) Dow - 6.9%. - -------- 1 According to the most recently available filing with the Securities and Exchange Commission in which such number is required to be indicated. 11 (C) POWER TO VOTE OR DIRECT THE VOTE AND DISPOSE OR DIRECT THE DISPOSITION OF SECURITIES. (i)(a) Each of SR IV and SRB IV has sole power to vote or dispose or to direct the vote or disposition of 748,727 shares of Common Stock. (b) Each of SR IV and SRB IV has shared power to vote or dispose or to direct the vote or disposition of 6,234 shares of Common Stock. (ii)(a) SRBMC has sole power to vote or dispose or to direct the vote or disposition of 6,234 shares of Common Stock. (b) SRBMC has shared power to vote or dispose or to direct the vote or disposition of 748,727 shares of Common Stock. (iii)(a) Dow has sole power to vote or dispose or to direct the vote or disposition of no shares of Common Stock. (b) Dow has shared power to vote or dispose or to direct the vote or disposition of 788,888 shares of Common Stock. (iv) Each of Bayless, Jaggers, Phipps and Roberts have shared power to vote or dispose or to direct the vote or disposition of 754,961 shares of Common Stock. (v) Bayless has sole power to vote or dispose or to direct the vote or disposition of 19,926 shares of Common Stock. (vi) Jaggers has sole power to vote or dispose or to direct the vote or disposition of 14,980 shares of Common Stock. 12 (vi) Phipps has sole power to vote or dispose or to direct the vote or disposition of 19,926 shares of Common Stock. (vii) Roberts has sole power to vote or dispose or to direct the vote or disposition of 2,267 shares of Common Stock. 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 [ ] ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Not applicable. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not applicable. 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. 13 SIGNATURES/SIGNED IN COUNTERPART After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certify that the information set forth in this statement is true, complete and correct. SEVIN ROSEN FUND IV L.P. By: SRB Associates IV L.P., General Partner Dated: March 2, 1999 By: /s/ John V. Jaggers --------------------------------------- John V. Jaggers, a General Partner SRB ASSOCIATES IV L.P. Dated: March 2, 1999 By: /s/ John V. Jaggers -------------------------------------- John V. Jaggers, a General Partner Dated: March 2, 1999 /s/ John V. Jaggers -------------------------------------- Jon W. Bayless, by John V. Jaggers, Attorney-in-Fact Dated: March 2, 1999 /s/ John V. Jaggers -------------------------------------- Stephen M. Dow, by John V. Jaggers, Attorney-in-Fact Dated: March 2, 1999 /s/ John V. Jaggers -------------------------------------- John V. Jaggers Dated: March 2, 1999 /s/ John V. Jaggers -------------------------------------- Charles H. Phipps, by John V. Jaggers, Attorney-in-Fact Dated: March 2, 1999 /s/ John V. Jaggers -------------------------------------- Jennifer Gill Roberts, by John V. Jaggers, Attorney-in-Fact SEVIN ROSEN BAYLESS MANAGEMENT COMPANY Dated: March 2, 1999 By: /s/ John V. Jaggers --------------------------------------- Title: Vice President 14 EXHIBIT INDEX EXHIBIT 99.1 Joint Filing Agreement. EX-99.1 2 JOINT FILING AGREEMENT THIS DOCUMENT HAS BEEN SIGNED IN COUNTERPART JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including amendments thereto) with respect to the common stock of Viropharma Incorporated, and further agree that this Joint Filing Agreement be included as an exhibit to such joint filings. In evidence thereof each of the undersigned, being duly authorized, hereby execute this Agreement on the date set forth opposite its or his name. SEVIN ROSEN FUND IV L.P. By: SRB Associates IV L.P., General Partner Dated: March 2, 1999 By:/s/ John V. Jaggers ---------------------------------------- John V. Jaggers, a General Partner SRB ASSOCIATES IV L.P. Dated: March 2, 1999 By: /s/ John V. Jaggers --------------------------------------- John V. Jaggers, a General Partner Dated: March 2, 1999 /s/ John V. Jaggers --------------------------------------- Jon W. Bayless, by John V. Jaggers, Attorney-in-Fact Dated: March 2, 1999 /s/ John V. Jaggers --------------------------------------- Stephen M. Dow, by John V. Jaggers, Attorney-in-Fact Dated: March 2, 1999 /s/ John V. Jaggers --------------------------------------- John V. Jaggers Dated: March 2, 1999 /s/ John V. Jaggers --------------------------------------- Charles H. Phipps, by John V. Jaggers, Attorney-in-Fact Dated: March 2, 1999 /s/ John V. Jaggers --------------------------------------- Jennifer Gill Roberts, by John V. Jaggers, Attorney-in-Fact SEVIN ROSEN BAYLESS MANAGEMENT COMPANY Dated: March 2, 1999 By: /s/ John V. Jaggers --------------------------------------- Title: Vice President -----END PRIVACY-ENHANCED MESSAGE-----