-----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, Fmgki57QynNoW1rYSGYsM7eYcJARELJzm6kShQaIBZFUlo7vCFM4vqy0OItimuW6 E799UVG/U0mPwoDMS0fr6A== 0000929624-99-001434.txt : 19990806 0000929624-99-001434.hdr.sgml : 19990806 ACCESSION NUMBER: 0000929624-99-001434 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990805 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CELTRIX PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000871395 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943121462 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-41502 FILM NUMBER: 99678404 BUSINESS ADDRESS: STREET 1: 2033 GATEWAY PLACE STREET 2: SUITE 600 CITY: SAN JOSE STATE: CA ZIP: 95110 BUSINESS PHONE: 4089882500 MAIL ADDRESS: STREET 1: 2033 GATEWAY PLACE STREET 2: SUITE 600 CITY: SAN JOSE STATE: CA ZIP: 95110 FORMER COMPANY: FORMER CONFORMED NAME: CELTRIX LABORATORIES INC DATE OF NAME CHANGE: 19600201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COBLENTZ PATCH DUFFY & BASS LLP /FA/ CENTRAL INDEX KEY: 0001087474 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 222 KEARNY STREET 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94108-4510 MAIL ADDRESS: STREET 1: 222 KEARNY STREET 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94108-4510 SC 13D 1 FORM 13D Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ____)* Celtrix Pharmaceuticals Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 151186103 --------------------------------------------------------------- (CUSIP Number) Paul J. Tauber Coblentz, Patch, Duffy & Bass, LLP 222 Kearny Street, 7th floor San Francisco, California 94108-4510 415-391-4800 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 19, 1998 --------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [_]. Check the following box if a fee is being paid with the statement [X]. (A fee is not required only if the reporting 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.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. * 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. Page 2 of 7 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). 2 SCHEDULE 13D - ----------------------- --------------------- CUSIP NO. PAGE 3 OF 7 PAGES - ----------------------- --------------------- - ------------------------------------------------------------------------------ NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wei Chen Lee ("Lee") N.A. - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 2 (a) [_] N.A. (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ SOURCE OF FUNDS* 4 PF - ------------------------------------------------------------------------------ CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] 5 N.A. - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 6 Taiwan - ------------------------------------------------------------------------------ SOLE VOTING POWER 7 NUMBER OF 2,350,000 shares. The 2,350,000 shares include warrants to purchase 1,410,000 shares of the issuer held by Lee. SHARES ---------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 8 0 OWNED BY ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 9 REPORTING 2,350,000 shares. The 2,350,000 shares include warrants to purchase 1,410,000 shares of the issuer held by Lee. PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 10 0 - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 2,350,000 shares. - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 12 [_] N.A. - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 8.4% - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON* 14 IN - ------------------------------------------------------------------------------ *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. Wei Chen Lee (the "Reporting Person") makes this statement on Schedule 13D with respect to the shares of common stock and warrants to purchase shares of common stock of Celtrix Pharmaceuticals Inc. ("Celtrix") as follows: Item 1. Security and Issuer. The securities are common stock of Celtrix, and warrants to purchase common stock of Celtrix. The principal office of the issuer is located at 2033 Gateway Place, Suite 600, San Jose, California 95110. Item 2 (a). Identity and Background of Persons Filing. This Statement is filed by the Reporting Person, who is the direct owner of all of the shares of common stock and the warrants of the issuer. (b). Address of Principal Office The address of the Reporting Persons is: c/o Fu Sheng Industrial Co., Ltd., 172 Nanking East Road, Section 2, Taipei, 104 Taiwan, Republic of China (c). The Reporting Person is employed by Fu Sheng Industrial Co., Ltd. as a financial and investment specialist. (d). The Reporting Person has not been convicted in a criminal proceeding during the last five years. (e). The Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding violation with respect to such laws. (f). The Reporting Person is a citizen of Taiwan, Republic of China. Item 3. Source and Amount of Funds. The securities were purchased with personal funds held on deposit with various financial institutions for the account of the Reporting Person. The amount of the consideration was $470,000. Item 4: Purpose of Transaction. The securities were purchased for investment purposes only. This Schedule 13D is being filed because, due to the tardiness of this statement, the Reporting Person was not eligible to file Schedule 13G. Item 5: Interest in Securities of the Issuer. Please also see the answer to Item 4, above. (a). 2,350,000 shares. The 2,350,000 shares include warrants to purchase 1,410,000 shares of the issuer held by the Reporting Person. (b). (i) Sole power to vote or direct the vote: 2,350,000 shares (ii) Shared power to vote or direct the vote: 0 (iii) Sole power to dispose or direct the disposition of: 2,350,000 shares (iv) Shared power to dispose or direct the disposition of: 0 (c). Not applicable. (d). Not applicable. (e). Not applicable. Item 6. Contracts. Arrangements, Understandings or Relationships with Respect to the Issuer of the Securities of the Issuer. Not applicable. Item 7. Material to be Filed as Exhibits. Not applicable. After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. July 6, 1999 /s/ Wei-Chen Lee -------------------------------------- Wei-Chen Lee -----END PRIVACY-ENHANCED MESSAGE-----