PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(B)(3)
TO PROSPECTUS DATED JULY 31, 2000 REGISTRATION NO. 333-37746
$240,000,000
IMCLONE SYSTEMS INCORPORATED
5 1/2% Convertible Subordinated Notes Due 2005
This prospectus supplement relates to the resale by the holders of our 5
1/2% Convertible Subordinated Notes Due 2005 and the shares of our common stock
issuable upon the conversion of the notes.
This prospectus supplement should be read in conjunction with the
prospectus dated July 31, 2000, which is to be delivered with this prospectus
supplement. All capitalized terms used but not defined in the prospectus
supplement shall have the meanings given to them in the prospectus.
The table below sets forth information as of the date hereof concerning
beneficial ownership of the securities of the selling holders as listed below.
All information concerning beneficial ownership has been furnished by the
selling holders.
PRINCIPAL AMOUNT COMMON STOCK
OF NOTES OWNED PRIOR COMMON STOCK
BENEFICIALLY OWNED TO THE OFFERED
NAME AND OFFERED HEREBY OFFERINGS(1)(2) HEREBY(1)(2)
--------------------------- ------------------ --------------- ------------
ICI American Holdings
Trust 1,900,000 17,244 17,244
Zeneca Holdings Trust 1,155,000 10,482 10,482
Delaware PERS 3,700,000 33,581 33,581
Southern Farm Bureau Life
Insurance 1,820,000 16,518 16,518
First Republic Bank 280,000 2,541 2,541
Starvest Managed Portfolio 190,000 1,724 1,724
AIG/National Union Fire
Insurance 1,635,000 14,839 14,839
State of Oregon Equity 9,450,000 85,768 85,768
Starvest Combined Portfolio 2,080,000 18,878 18,878
Nalco Chemical Company 655,000 5,944 5,944
Island Holdings 95,000 862 862
CIBC World Markets 500,000 4,538 4,538
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(1) Assumes a conversion price of $110.18 per share and a cash payment in lieu
of any fractional interest.
(2) Assumes that any holders of notes or any future transferee from any such
holder does not beneficially own any common stock other than common stock
into which the notes are convertible at the conversion price of $110.18
per share.
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Other than as may be stated in any additional prospectus supplement, none of
the selling holders has had any material relationship with us or with our
affiliates within the past three years.
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The securities offered hereby involve a high degree of risk. See "Risk
Factors" beginning on page 4 of the prospectus.
These securities have not been approved or disapproved by the Securities
and Exchange Commission nor has the Securities and Exchange Commission or any
State Securities Commission passed upon the accuracy or adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
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The date of this prospectus supplement is September 7, 2000.
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