SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Ascent Pediatrics, Inc.
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(Name of Issuer)
Common Stock ($0.00004 par value)
---------------------------------
(Title of Class of Securities)
00004362X 10 1
--------------
(CUSIP Number)
August 26, 1999
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(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 the
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).
<PAGE>
CUSIP # 00004362X 10 1 13G
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only).
Banque Nationale de Paris
IRS Identification Number: 94-1677765
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of France
5 SOLE VOTING POWER
NUMBER OF - 0 -
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 549,231
EACH
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH - 0 -
8 SHARED DISPOSITIVE POWER
549,231
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
549,231
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (See Instructions)|_|
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.7%
12
TYPE OF REPORTING PERSON (See Instructions)
CO
<PAGE>
CUSIP # 00004362X 10 1 13G
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only).
Paribas
IRS Identification Number: 13-2937443
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)|_|
(b)|X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of France
5 SOLE VOTING POWER
NUMBER OF - 0 -
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 549,231
EACH
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH - 0 -
8 SHARED DISPOSITIVE POWER
549,231
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
549,231
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)|_|
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.7%
12
TYPE OF REPORTING PERSON (See Instructions)
BK
<PAGE>
CUSIP # 00004362X 10 1 13G
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only).
Paribas North America, Inc.
IRS Identification Number: 13-1929559
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)|_|
(b)|X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF - 0 -
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 549,231
EACH
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH - 0 -
8 SHARED DISPOSITIVE POWER
549,231
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
549,231
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)|_|
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.7%
12
TYPE OF REPORTING PERSON (See Instructions)
CO
<PAGE>
CUSIP # 00004362X 10 1 13G
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (entities only).
Paribas Principal Incorporated
IRS Identification Number: 13-3529118
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)|_|
(b)|X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
5 SOLE VOTING POWER
NUMBER OF - 0 -
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 549,231
EACH
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH - 0 -
8 SHARED DISPOSITIVE POWER
549,231
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
549,231
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)|_|
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.7%
12
TYPE OF REPORTING PERSON (See Instructions)
CO
This statement amends the Statement on Schedule 13G filed on February 13,
1998 by Compagnie Financiere de Paribas, Banque Paribas, and Paribas Principal
Incorporated. On May 12, 1998, Compagnie Financiere de Paribas merged into
Banque Paribas, with effect from January 1, 1998. Compagnie Bancaire, Compagnie
de Navigation Mixte, CNM Finance, Kleber Portefeuille and Klecinq, all
subsidiaries of Compagnie Financiere de Paribas, were also merged into Banque
Paribas, which changed its name to Paribas. Only those Items as to which there
has been a change of information are included in this Amendment.
Item 4. Ownership
The following information with respect to the ownership of Common Stock of
the issuer by the persons filing this Statement is provided as of December
31, 1999.
(a) Amount Beneficially Owned:
See Row 9 of the cover page for each Reporting Person.
(b) Percent of Class:
See Row 11 of the cover page for each Reporting Person.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
See Row 5 of the cover page for each Reporting Person.
(ii) Shared power to vote or to direct the vote:
See Row 6 of the cover page for each Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
See Row 7 of the cover page for each Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
See Row 8 of the cover page for each Reporting Person.
Includes 156,924 shares issuable upon the exercise of warrants. Paribas
North America ("PNA") may be considered the beneficial owner of the shares
reported by Paribas Principal Incorporated ("PPI") herein through its 100%
ownership of PPI. Paribas may be considered the beneficial owner of the
shares reported by PPI and PNA herein through its 100% ownership of PNA.
Banque Nationale de Paris may be considered the beneficial owner of shares
reported by PPI, PNA and Paribas through its majority ownership of Paribas
which was acquired the 26th day of August, 1999.
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.
<PAGE>
Signature.
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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, 2000
BANQUE NATIONALE DE PARIS
By: /s/ Jean-Pierre Bernard
---------------------------
Name: Jean-Pierre Bernard
Title: Chief Operating Officer
PARIBAS
By: /s/ M.S. Alexander
---------------------------
Name: M.S. Alexander
Title: Managing Director
PARIBAS NORTH AMERICA, INC.
By: /s/ Patricia Lau
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Name: Patricia Lau
Title: Chief Accountant
PARIBAS PRINCIPAL INCORPORATED
By: /s/ M.S. Alexander
---------------------------
Name: M.S. Alexander
Title: President
<PAGE>
Exhibit Index
Exhibit No.
- --------------------------------------------------------------------------------
1. Joint Filing Agreement
<PAGE>
Exhibit 1
February 14, 2000
Joint Filing Agreement
We, the undersigned, hereby express our agreement that the attached
Schedule 13G is, and any future amendments thereto may be, filed on behalf of
each of us.
BANQUE NATIONALE DE PARIS
By: /s/ Jean-Pierre Bernard
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Title: Chief Operating Officer
PARIBAS
By: /s/ M.S. Alexander
---------------------------
Title: Managing Director
PARIBAS NORTH AMERICA, INC.
By: /s/ Patricia Lau
---------------------------
Title: Chief Accountant
PARIBAS PRINCIPAL INCORPORATED
By: /s/ M.S. Alexander
---------------------------
Title: President