0000904454-15-000449.txt : 20150707 0000904454-15-000449.hdr.sgml : 20150707 20150706180631 ACCESSION NUMBER: 0000904454-15-000449 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150707 DATE AS OF CHANGE: 20150706 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ACHILLION PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001070336 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-82163 FILM NUMBER: 15974553 BUSINESS ADDRESS: STREET 1: 300 GEORGE STREET CITY: NEW HAVEN STATE: CT ZIP: 06511 BUSINESS PHONE: 203-624-7000 MAIL ADDRESS: STREET 1: 300 GEORGE STREET CITY: NEW HAVEN STATE: CT ZIP: 06511 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JOHNSON & JOHNSON CENTRAL INDEX KEY: 0000200406 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 221024240 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1212 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ONE JOHNSON & JOHNSON PLZ CITY: NEW BRUNSWICK STATE: NJ ZIP: 08933 BUSINESS PHONE: 732-524-2455 MAIL ADDRESS: STREET 1: ONE JOHNSON & JOHNSON PLZ CITY: NEW BRUNSWICK STATE: NJ ZIP: 08933 SC 13G 1 s13g_070115-achillon.htm SCHEDULE 13G s13g_070115-achillon.htm
 
 
CUSIP No. 00448Q201


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 RULE 13d-2(b)
(Amendment No.   )1
 
 
Achillion Pharmaceuticals, Inc.
(Name of Issuer)
 
 
Common Stock, $.001 par value
(Title of Class of Securities)
 
00448Q201
(CUSIP Number)
 
 
July 1, 2015
(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)

[X] Rule 13d-1(c)

[   ] Rule 13d-1(d)


 
1 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 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 
 

 
CUSIP No. 00448Q201


1.
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Johnson & Johnson
EIN:  22-1024240
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)           [  ]
(b)           [  ]
3.
SEC USE ONLY
 
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5.
SOLE VOTING POWER -0-
6.
SHARED VOTING POWER 18,367,346
7.
SOLE DISPOSITIVE POWER -0-
8.
SHARED DISPOSITIVE POWER 18,367,346
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 18,367,346
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 [  ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 15.6%*
12.
TYPE OF REPORTING PERSON CO

*Based on 117,558,885 shares of Common Stock outstanding as of May 1, 2015, as reported in the Issuer’s Report on Form 10-Q for the period ended March 31, 2015 filed with the Securities and Exchange Commission on May 7, 2015.

 
 

 
CUSIP No. 00448Q201


1.
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Johnson & Johnson Innovation-JJDC, Inc.
EIN:  22-2007137
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)           [  ]
(b)           [  ]
3.
SEC USE ONLY
 
4.
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5.
SOLE VOTING POWER -0-
6.
SHARED VOTING POWER 18,367,346
7.
SOLE DISPOSITIVE POWER -0-
8.
SHARED DISPOSITIVE POWER 18,367,346
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 18,367,346
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 [  ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 15.6%*
12.
TYPE OF REPORTING PERSON CO

*Based on 117,558,885 shares of Common Stock outstanding as of May 1, 2015, as reported in the Issuer’s Report on Form 10-Q for the period ended March 31, 2015 filed with the Securities and Exchange Commission on May 7, 2015.


 
 

 
CUSIP No. 00448Q201

SCHEDULE 13G




ITEM 1(a)
NAME OF ISSUER:
   
 
Achillion Pharmaceuticals, Inc.
   
ITEM 1(b)
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
   
 
300 George Street
New Haven, CT  06511
   
ITEM 2(a)
NAME OF PERSON FILING:
   
 
This statement is being filed by Johnson & Johnson, a New Jersey corporation (“J&J”), and Johnson & Johnson Innovation-JJDC, Inc., a New Jersey corporation (“JJDC”).  JJDC is a wholly-owned subsidiary of J&J. The securities reported herein as being held by J&J and JJDC are directly beneficially owned by JJDC.  J&J may be deemed to indirectly beneficially own the securities that are directly beneficially owned by JJDC.
   
ITEM 2(b)
ADDRESS OF PRINCIPAL BUSINESS OFFICE:
   
 
One Johnson & Johnson Plaza
New Brunswick, NJ 08933
   
ITEM 2(c)
CITIZENSHIP:
   
 
J&J: New Jersey
 
JJDC: New Jersey
   
ITEM 2(d)
TITLE OF CLASS OF SECURITIES:
   
 
Common Stock, $.001 par value per share (“Common Stock”)
   
ITEM 2(e)
CUSIP NUMBER:
   
 
00448Q201
   
ITEM 3
STATEMENTS FILED PURSUANT TO RULES 13D-1(B) OR 13D-2(B) OR (C):
   
 
Not applicable.
   
ITEM 4
OWNERSHIP:
     
 
The information set forth in Rows 5 through 9 and 11 of the cover pages of this Schedule 13G is incorporated herein by reference.
       
ITEM 5
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
   
 
Not applicable.
   
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 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:
   
 
By signing below the undersigned certify that, to the best of their 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 and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 
 

 






 
 
CUSIP No. 00448Q201

 
SIGNATURE


 
After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
     
 
Dated:  July 2, 2015
 
   
JOHNSON & JOHNSON
 
   
By:
/s/ Douglas Chia
   
Name:
Douglas Chia
   
Title:
Secretary
       
       
   
JOHNSON & JOHNSON INNOVATION-JJDC, INC.
       
   
By:
/s/ Steven M. Rosenberg
   
Name:
Steven M. Rosenberg
   
Title:
Secretary