0000078003-14-000015.txt : 20140214 0000078003-14-000015.hdr.sgml : 20140214 20140214154540 ACCESSION NUMBER: 0000078003-14-000015 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140214 DATE AS OF CHANGE: 20140214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Celladon Corp CENTRAL INDEX KEY: 0001305253 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 330971591 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87931 FILM NUMBER: 14615954 BUSINESS ADDRESS: STREET 1: 12760 HIGH BLUFF DRIVE STREET 2: SUITE 240 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: 858-366-4288 MAIL ADDRESS: STREET 1: 12760 HIGH BLUFF DRIVE STREET 2: SUITE 240 CITY: SAN DIEGO STATE: CA ZIP: 92130 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PFIZER INC CENTRAL INDEX KEY: 0000078003 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 135315170 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 235 E 42ND ST CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2125732323 MAIL ADDRESS: STREET 1: 235 E 42ND ST CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: PFIZER CHARLES & CO INC DATE OF NAME CHANGE: 19710908 SC 13G 1 cel13g.htm SCHEDULE 13G

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*

CELLADON CORPORATION
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
15117E 10 7
(CUSIP Number)

February 4, 2014
(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)

*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 ("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.
15117E 10 7
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1) Names of Reporting Persons. PFIZER INC.
I.R.S. Identification Nos. of Above Persons (entities only) 13-5315170
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) |_|
(b) |_|
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3) SEC Use Only
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4) Citizenship or Place of Organization
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING
PERSON WITH:

5. Sole Voting Power   1,794,803 shares of Common Stock; 42,659 shares of Common Stock issuable upon exercise of warrants

6. Shared Voting Power -0-

7. Sole Dispositive Power 1,794,803 shares of Common Stock; 42,659 shares of Common Stock issuable upon exercise of warrants

8. Shared Dispositive Power -0-

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9) Aggregate Amount Beneficially Owned by Each Reporting Person 1,794,803 shares of Common Stock; 42,659 shares of Common Stock issuable upon exercise of warrants
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) |_|
11) Percent of Class Represented by Amount in Item 9  10.4%
12) Type of Reporting Person (See Instructions)   CO
 
ITEM 1.
(A) NAME OF ISSUER: Celladon Corporation
(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE:
12760 High Bluff Drive, Suite 240, San Diego, CA 92130
ITEM 2.
(A) NAME OF PERSONS FILING: PFIZER INC.
(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR IF NONE, RESIDENCE:
235 E. 42nd Street, New York, NY 10017
(C) CITIZENSHIP: DELAWARE, U.S.A.
(D) TITLE OF CLASS OF SECURITIES: COMMON STOCK
(E) CUSIP NUMBER:  15117E 10 7
ITEM 3.
Not applicable.
ITEM 4. OWNERSHIP.
(a) Amount beneficially owned: 1,794,803 shares of Common Stock; 42,659 shares of Common Stock issuable upon exercise of warrants
(b) Percent of class: 10.4%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:  1,794,803 shares of Common Stock; 42,659 shares of Common Stock issuable upon exercise of warrants
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:  1,794,803 shares of Common Stock; 42,659 shares of Common Stock issuable upon exercise of warrants
(iv) Shared power to dispose or to direct the disposition of:    0

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 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.

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.


 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.

Dated: February 14, 2014
PFIZER INC.

By: /s/ Susan Grant
Name: Susan Grant
Title: Assistant Secretary