0001209191-11-051056.txt : 20111006
0001209191-11-051056.hdr.sgml : 20111006
20111006175230
ACCESSION NUMBER: 0001209191-11-051056
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110928
FILED AS OF DATE: 20111006
DATE AS OF CHANGE: 20111006
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Zalicus Inc.
CENTRAL INDEX KEY: 0001135906
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 043514457
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 245 FIRST STREET
STREET 2: 3RD FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-301-7000
MAIL ADDRESS:
STREET 1: 245 FIRST STREET
STREET 2: 3RD FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
FORMER COMPANY:
FORMER CONFORMED NAME: COMBINATORX, INC
DATE OF NAME CHANGE: 20041208
FORMER COMPANY:
FORMER CONFORMED NAME: COMBINATORX INC
DATE OF NAME CHANGE: 20010301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM BIOVENTURES III L.P.
CENTRAL INDEX KEY: 0001173408
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130339
BUSINESS ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 5TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617 425 9200
MAIL ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 5TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: MPM BIOVENTURES III LP
DATE OF NAME CHANGE: 20031124
FORMER NAME:
FORMER CONFORMED NAME: MPM BIO VENTURES III LP
DATE OF NAME CHANGE: 20020514
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM BIOVENTURES III-QP L.P.
CENTRAL INDEX KEY: 0001173409
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130337
BUSINESS ADDRESS:
STREET 1: C/O MPM ASSET MANAGEMENT
STREET 2: 200 CLARENDON ST., 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617 425 9200
MAIL ADDRESS:
STREET 1: C/O MPM ASSET MANAGEMENT
STREET 2: 200 CLARENDON ST., 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: MPM BIOVENTURES III QP LP
DATE OF NAME CHANGE: 20031124
FORMER NAME:
FORMER CONFORMED NAME: MPM BIO VENTURES III QP LP
DATE OF NAME CHANGE: 20020514
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM BIOVENTURES III PARALLEL FUND, L.P.
CENTRAL INDEX KEY: 0001249063
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130341
BUSINESS ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: MPM BIOVENTURES III PARALLEL FUND, LP
DATE OF NAME CHANGE: 20051214
FORMER NAME:
FORMER CONFORMED NAME: MPM BIOVENTURES III PARALLEL FUND
DATE OF NAME CHANGE: 20031124
FORMER NAME:
FORMER CONFORMED NAME: MPM BIO VENTURES III PARALLEL FUND
DATE OF NAME CHANGE: 20030627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM BIOVENTURES III GMBH & CO. Beteiligungs KG
CENTRAL INDEX KEY: 0001249133
STATE OF INCORPORATION: 2M
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130340
BUSINESS ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: MPM BIOVENTURES III GMBH & CO
DATE OF NAME CHANGE: 20031124
FORMER NAME:
FORMER CONFORMED NAME: MPM BIO VENTURES III GMBH & CO
DATE OF NAME CHANGE: 20030627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM ASSET MANAGEMENT INVESTORS 2003 BVIII LLC
CENTRAL INDEX KEY: 0001249141
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130336
BUSINESS ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM BIOVENTURES III GP L.P.
CENTRAL INDEX KEY: 0001249143
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130338
BUSINESS ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: MPM BIOVENTURES III GP LP
DATE OF NAME CHANGE: 20031124
FORMER NAME:
FORMER CONFORMED NAME: MPM BIO VENTURES III GP LP
DATE OF NAME CHANGE: 20030627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM BIOVENTURES III LLC
CENTRAL INDEX KEY: 0001249147
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130342
BUSINESS ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: MPM BIO VENTURES III LLC
DATE OF NAME CHANGE: 20030627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MPM ASSET MANAGEMENT LLC
CENTRAL INDEX KEY: 0001263048
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51171
FILM NUMBER: 111130335
BUSINESS ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 6174259200
MAIL ADDRESS:
STREET 1: THE JOHN HANCOCK TOWER
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
4
1
c23144_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0304
4
2011-09-28
0001135906
Zalicus Inc.
ZLCS
0001249147
MPM BIOVENTURES III LLC
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001249063
MPM BIOVENTURES III PARALLEL FUND, L.P.
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001249133
MPM BIOVENTURES III GMBH & CO. Beteiligungs KG
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001173408
MPM BIOVENTURES III L.P.
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001249143
MPM BIOVENTURES III GP L.P.
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001173409
MPM BIOVENTURES III-QP L.P.
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001249141
MPM ASSET MANAGEMENT INVESTORS 2003 BVIII LLC
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001263048
MPM ASSET MANAGEMENT LLC
C/O MPM ASSET MANAGEMENT
200 CLARENDON ST., 54TH FLOOR
BOSTON
MA
02116
0
0
1
0
Common Stock
2011-09-28
4
S
0
100000
1.02
D
14123961
I
See Footnote
Common Stock
2011-09-29
4
S
0
53800
1.02
D
14070161
I
See Footnote
Common Stock
2011-09-30
4
S
0
23308
1.02
D
14046853
I
See Footnote
Common Stock
2011-10-05
4
S
0
33124
1.02
D
14013729
I
See Footnote
Common Stock
2011-10-06
4
S
0
170000
1.02
D
13843729
I
See Footnote
The shares were sold as follows: 83,242 by MPM BioVentures III-QP, L.P. ("BV III QP"), 5,597 by MPM BioVentures III, L.P. ("BV III"), 1,612 by MPM Asset Management Investors 2003 BVIII LLC ("AM 2003"), 2,514 by MPM BioVentures III Parallel Fund, L.P. ("BV Parallel") and 7,035 by MPM BioVentures III GmbH & Co. Beteiligungs KG ("BV KG").
Represents weighted average sales price. The shares were sold at prices ranging from $1.02 to $1.03. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
The shares are held as follows: 11,696,671 by BV III QP, 785,287 by BV III, 226,164 by AM 2003, 352,257 by BV Parallel, 987,267 by BV KG and 76,315 by MPM Asset Management LLC ("MPM AM"). MPM BioVentures III GP, L.P. ("MPM III GP") and MPM BioVentures III LLC ("MPM III LLC") are the direct and indirect general partners of BV III QP, BV III and BV Parallel and BV KG. Luke Evnin, Ansbert Gadicke, Nicholas Galakatos, Dennis Henner, Nicholas Simon III, Michael Steinmetz and Kurt Wheeler are the members of MPM III LLC and AM 2003. Luke Evnin and Ansbert Gadicke are members of MPM AM. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its respective pecuniary interest therein.
The shares were sold as follows: 42,782 by BV III QP, 2,876 by BV III, 828 by AM 2003, 1,292 by BV Parallel, 3,615 by BV KG and 2,407 by MPM AM.
The shares are held as follows: 11,653,889 by BV III QP, 782,411 by BV III, 225,336 by AM 2003, 350,965 by BV Parallel, 983,652 by BV KG and 73,908 by MPM AM. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its respective pecuniary interest therein.
The shares were sold as follows: 19,300 by BV III QP, 1,298 by BV III, 374 by AM 2003, 583 by BV Parallel, 1,631 by BV KG and 122 by MPM AM.
The shares are held as follows: 11,634,589 by BV III QP, 781,113 by BV III, 224,962 by AM 2003, 350,382 by BV Parallel, 982,021 by BV KG and 73,786 by MPM AM. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its respective pecuniary interest therein.
The shares were sold as follows: 27,430 by BV III QP, 1,844 by BV III, 531 by AM 2003, 828 by BV Parallel, 2,318 by BV KG and 173 by MPM AM.
The shares are held as follows: 11,607,159 by BV III QP, 779,269 by BV III, 224,431 by AM 2003, 349,554 by BV Parallel, 979,703 by BV KG and 73,613 by MPM AM. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its respective pecuniary interest therein.
The shares were sold as follows: 140,773 by BV III QP, 9,465 by BV III, 2,726 by AM 2003, 4,252 by BV Parallel, 11,897 by BV KG and 887 by MPM AM.
Represents weighted average sales price. The shares were sold at prices ranging from $1.02 to $1.03. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
The shares are held as follows: 11,466,386 by BV III QP, 769,804 by BV III, 221,705 by AM 2003, 345,302 by BV Parallel, 967,806 by BV KG and 72,726 by MPM AM. Each reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his or its respective pecuniary interest therein.
See Form 4 for Luke Evnin filed simultaneously herewith for additional members of this joint filing.
/s/ Luke Evnin, Series A Member of MPM BioVentures III LLC
2011-10-06
/s/ Luke Evnin, Series A Member of MPM BioVentures III LLC, the general partner of MPM BioVentures III GP, L.P., the general partner of MPM BioVentures III Parallel Fund, L.P.
2011-10-06
/s/ Luke Evnin, Series A Member of MPM BioVentures III LLC, the general partner of MPM BioVentures III GP, L.P., in its capacity as the Managing Limited Partner of MPM BioVentures III GmbH & Co. Beteiligungs KG
2011-10-06
/s/ Luke Evnin, Series A Member of MPM BioVentures III LLC, the general partner of MPM BioVentures III GP, L.P., the general partner of MPM BioVentures III, L.P.
2011-10-06
/s/ Luke Evnin, Series A Member of MPM BioVentures III LLC, the general partner of MPM BioVentures III GP, L.P.
2011-10-06
/s/ Luke Evnin, Series A Member of MPM BioVentures III LLC, the general partner of MPM BioVentures III GP, L.P., the general partner of MPM BioVentures III-QP, L.P.
2011-10-06
/s/ Luke Evnin, manager of MPM Asset Management Investors 2003 BVIII LLC
2011-10-06
/s/ Luke Evnin, member of MPM Asset Management LLC
2011-10-06