UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
La Jolla Pharmaceutical Company |
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(Name of Issuer) | ||||
Common Stock, par value $ .01 per share |
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(Title of Class of Securities) | ||||
503459109 |
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(CUSIP Number) |
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Jose M. de Lasa, 100 Abbott Park Road Abbott Park, Illinois 60064-6049; Phone 847 937 8905 |
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
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July 20, 2001 |
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(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 that is the subject of this Schedule 13D, and is filing this schedule because of sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g) check the following box / /.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 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.
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 ("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. 503459109
(1) | NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON |
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Abbott Laboratories IRS Identification No. 36-0698440 |
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(2) | CHECK THE APPROPRIATE BOX IF A | (a) | / / | |||
MEMBER OF A GROUP | (b) | / / | ||||
(3) | SEC USE ONLY | |||||
(4) | SOURCE OF FUNDS | |||||
Not Applicable | ||||||
(5) | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) / / | |||||
(6) | CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
Illinois | ||||||
NUMBER OF SHARES | (7) | SOLE VOTING POWER | ||||
BENEFICIALLY OWNED | 1,603,104 | |||||
BY EACH REPORTING | (8) | SHARED VOTING POWER | ||||
PERSON WITH | 0 | |||||
(9) | SOLE DISPOSITIVE POWER | |||||
1,603,104 | ||||||
(10) | SHARED DISPOSITIVE POWER | |||||
0 | ||||||
(11) | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
1,603,104 | ||||||
(12) | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) / / | |||||
(13) | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||||
4.5% (see Item 5 below) | ||||||
(14) | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||||
CO | ||||||
The following information amends and supplements the Schedule 13D filed on January 2, 1997 (the "Schedule 13D"), the First Amendment to the Schedule 13D filed on September 26, 1997, the Second Amendment to the Schedule 13D filed on December 17, 1998, the Third Amendment to the Schedule 13D filed on April 17, 2001, and the Fourth Amendment to the Schedule 13D filed on May 24, 2001 (the "Fourth Amendment"). Capitalized terms used herein but not otherwise defined shall have the meanings described in the Schedule 13D.
Item 2. Identity and Background
(a)(c), and (f) The person filing this statement is Abbott Laboratories ("Abbott"), an Illinois corporation. Abbott's principal business is the discovery, development, manufacture, and sale of a broad and diversified line of health care products and services. Abbott's principal office is located at 100 Abbott Park Road, Abbott Park, Illinois 60064-6049.
The names, citizenship, business addresses, present principal occupation or employment and the name, and the principal business and address of any corporation or other organization in which such employment is conducted of the directors and executive officers of Abbott are as set forth in Exhibit 1 hereto and incorporated herein by this reference.
(d) and (e) Neither Abbott, nor to the best of its knowledge, any person listed on Exhibit 1 has during the last five years (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) 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 any violation with respect to such laws.
Item 5. Interest in Securities of the Issuer
(a) As of July 20, 2001 Abbott was the beneficial owner of 1,603,104 shares of Common Stock (the "Shares"), representing approximately 4.5% of the outstanding shares of the Common Stock.
(b) Abbott has sole power to vote or to direct the vote and the sole power to dispose or to direct the disposition of the Shares.
(c) In addition to the sales described in Item 5 of the Fourth Amendment, Abbott has effected the following open market sales of the Common Stock in the past 60 days:
Date |
Number of Shares Sold |
Average Price Per Share |
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May 23, 2001 | 5,000 | $7.5000 | ||
May 25, 2001 | 5,000 | $7.5500 | ||
May 29, 2001 | 2,500 | $7.5000 | ||
June 7, 2001 | 12,500 | $7.4700 | ||
July 2, 2001 | 9,000 | $9.3400 | ||
July 3, 2001 | 15,000 | $9.3067 | ||
July 5, 2001 | 3,000 | $9.1500 | ||
July 9, 2001 | 10,000 | $8.8175 | ||
July 10, 2001 | 68,000 | $8.5779 | ||
July 20, 2001 | 870,000 | $7.4000 |
(d) No one other than Abbott is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from a sale of, the Shares.
(e) On July 20, 2001, Abbott ceased to be the beneficial owner of more than five percent of the Common Stock.
Item 7. Material to be Filed as Exhibit
Exhibit 1Information Concerning Executive Officers and Directors of Abbott Laboratories.
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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.
Abbott Laboratories | ||
DATED: July 20, 2001 |
By: /s/ Thomas C. Freyman Thomas C. Freyman, Senior Vice President, Finance and Chief Financial Officer |
Exhibit Number |
Description |
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1 | Information Concerning Executive Officers and Directors of Abbott Laboratories. |
Exhibit 1
Information Concerning Executive Officers and
Directors of Abbott Laboratories
The current corporate officers and directors of Abbott Laboratories are listed below. The address of Abbott Laboratories is: Abbott Laboratories, 100 Abbott Park Road, Abbott Park, Illinois 60064-6049. Abbott Laboratories does not consider all of its corporate officers to be executive officers as defined by the Securities Exchange Act of 1934 or Releases thereunder. Unless otherwise indicated, all positions set forth below opposite an individual's name refer to positions within Abbott Laboratories, and, where applicable, the business address listed for each individual not principally employed by Abbott Laboratories is also the address of the corporation or other organization which principally employs that individual.
Name |
Position/Present Principal Occupation or Employment and Business Address |
Citizenship |
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Corporate Officers | ||||
Miles D. White1 | Chairman of the Board and Chief Executive Officer | U.S.A. | ||
Jeffrey M. Leiden1 | Executive President, Pharmaceuticals, Chief Scientific Officer and Director | U.S.A. | ||
Richard A. Gonzalez1 | Executive President, Medical Products | U.S.A. | ||
Joy A. Amundson1 | Senior Vice President, Ross Products | U.S.A. | ||
Christopher B. Begley1 | Senior Vice President, Hospital Products | U.S.A. | ||
Thomas D. Brown1 | Senior Vice President, Diagnostic Operations | U.S.A. | ||
Jose M. de Lasa1 | Senior Vice President, Secretary and General Counsel | U.S.A. | ||
William G. Dempsey1 | Senior Vice President, International Operations | U.S.A. | ||
Thomas C. Freyman1 | Senior Vice President, Finance and Chief Financial Officer | U.S.A. | ||
David B. Goffredo1 | Senior Vice President, Pharmaceutical Operations | United Kingdom | ||
Thomas M. Wascoe1 | Senior Vice President, Human Resources | U.S.A. | ||
Lance B. Wyatt1 | Senior Vice President, Specialty Products | U.S.A. | ||
Catherine V. Babington | Vice President, Investor Relations and Public Affairs | U.S.A. | ||
Patrick J. Balthrop | Vice President, Vascular Devices | U.S.A. | ||
Mark E. Barmak | Vice President, Government Affairs | U.S.A. | ||
Michael G. Beatrice | Vice President, Corporate Regulatory and Quality Science | U.S.A. | ||
Christopher A. Bleck | Vice President, Pediatrics, Ross Products | U.S.A. | ||
Douglas C. Bryant | Vice President, Diagnostic Operations, Asia and Pacific | U.S.A. | ||
Gary R. Byers | Vice President, Internal Audit | U.S.A. | ||
Thomas F. Chen | Vice President, Pacific, Asia, and Africa Operations | U.S.A. | ||
Michael Collins | Vice President, Diagnostic Operations | U.S.A. |
Corporate Officers (Continued) | ||||
Edward J. Fiorentino | Vice President, Pharmaceutical Products Commercial Operations | U.S.A. | ||
Gary L. Flynn1 | Vice President and Controller | U.S.A. | ||
Stephen R. Fussell | Vice President, Compensation and Development | U.S.A. | ||
Robert B. Hance | Vice President, Diagnostic Operations, Europe, Africa and Middle East | U.S.A. | ||
Guillermo A. Herrera | Vice President, European Operations | Colombia | ||
James J. Koziarz, Ph.D. | Vice President, Diagnostic Products Research and Development | U.S.A. | ||
John C. Landgraf | Vice President, Corporate Engineering | U.S.A. | ||
Elaine R. Leavenworth | Vice President, Washington Government Affairs | U.S.A. | ||
John M. Leonard | Vice President, Global Pharmaceutical Drug Development | U.S.A. | ||
Holger Liepman | Vice President, Japan Operations | Germany | ||
Greg W. Linder | Vice President and Treasurer | U.S.A. | ||
John F. Lussen | Vice President, Taxes | U.S.A. | ||
P. Loreen Mershimer | Vice President, Hospital Products Business Sector | U.S.A. | ||
Edward L. Michael | Vice President, Diagnostic Assays and Systems | U.S.A. | ||
Karen L. Miller | Vice President, Information Technology | U.S.A. | ||
Daniel W. Norbeck | Vice President, Global Pharmaceutical Discovery | U.S.A. | ||
Edward A. Ogunro | Vice President, Hospital Products Research and Development, Medical and Regulatory Affairs | U.S.A. | ||
Roberto Reyes | Vice President, Latin America | Colombia | ||
Mary T. Szela | Vice President, Hospital Products Business Sector | U.S.A. | ||
Marcia A. Thomas | Vice President, Diagnostic Quality Assurance, Regulatory Affairs and Compliance | U.S.A. | ||
James L. Tyree | Vice President, Global Licensing/New Business Development | U.S.A. | ||
Steven J. Weger | Vice President, Corporate Planning and Development | U.S.A. | ||
Susan M. Widner | Vice President, Diagnostic Operations, U.S. and Canada | U.S.A. |
Name |
Position/Present Principal Occupation or Employment and Business Address |
Citizenship |
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Directors | ||||
Roxanne S. Austin | Corporate Senior Vice President and Chief Financial Officer Hughes Electronics Corporation P. O. Box 956 200 N. Sepulveda Blvd. El Segundo, California 90245-0956 |
U.S.A. | ||
H. Laurance Fuller | Retired Co-Chairman, BP Amoco, p.l.c. c/o Primary Business Center 1111 E. Warrenville Road Suite 257 Naperville, Illinois 60563 |
U.S.A. | ||
Jack M. Greenberg | Chairman and Chief Executive Officer McDonald's Corporation One Kroc Drive Oak Brook, Illinois 60521 |
U.S.A. | ||
David A. Jones | Chairman of the Board Humana Inc. 500 W. Main Street Humana Building Louisville, Kentucky 40202 |
U.S.A. | ||
Jeffrey M. Leiden | Officer of Abbott | U.S.A. | ||
The Rt. Hon. the Lord Owen CH | Physician, Politician, and Businessman House of Lords Westminster, London SW1A 0PW, England |
United Kingdom | ||
Boone Powell, Jr. | Chairman Baylor Health Care System 3500 Gaston Avenue Dallas, Texas 75246 |
U.S.A. | ||
Addison Barry Rand | Former Chairman and Chief Executive Officer Avis Group 900 Old Country Road Garden City, New York 11530 |
U.S.A. | ||
Dr. W. Ann Reynolds | President The University of Alabama at Birmingham AB 1070 701 20th Street South Birmingham, Alabama 35294-0110 |
U.S.A. | ||
Roy S. Roberts | Retired Group Vice President North American Vehicle Sales, Service and Marketing General Motors 317 Pine Ridge Drive Bloomfield Hills, Michigan 48304 |
U.S.A. |
Directors (Continued) | ||||
William D. Smithburg | Retired Chairman, President and Chief Executive Officer The Quaker Oats Company 676 N. Michigan Avenue Suite 3860 Chicago, Illinois 60611 |
U.S.A. | ||
John R. Walter | Chairman Manpower, Inc. 5301 N. Ironwood Road Milwaukee, Wisconsin 53217 |
U.S.A. | ||
Miles D. White | Officer of Abbott | U.S.A. |