UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
GENSIA SICOR INC.
- -----------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $.01 par value per share
- -----------------------------------------------------------------------------
(Title of Class of Securities)
372450 10 6
(CUSIP Number)
---------------------------
Carlo Salvi
SICOR-Societa Italiana Corticosteroidi S.p.A.
Via Terrazzano 77
20017 Rho, Milan
Italy
011-39-2-930-3981
- -----------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
Copies to:
Alan Klein
Simpson Thacher & Bartlett
99 Bishopsgate
London EC2M 3YH, England
011-44-171-422-4000
July 8, 1997
---------------------------
(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 |_|. (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.
<PAGE>
* 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 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 No. 372450 10 6 13D
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RAKEPOLL FINANCE N.V.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |_|
JOINT FILING
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
6 CITIZENSHIP OR PLACE OF ORGANIZATION
NETHERLANDS ANTILLES
7 SOLE VOTING POWER
NUMBER OF
SHARES 29,500,000
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING NONE
PERSON
WITH 9 SOLE DISPOSITIVE POWER
29,500,000
10 SHARED DISPOSITIVE POWER
NONE
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,500,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
39.7%
14 TYPE OF REPORTING PERSON
CO
<PAGE>
CUSIP No. 372450 10 6 13D
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KARBONA INDUSTRIES LTD.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |_|
JOINT FILING
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
6 CITIZENSHIP OR PLACE OF ORGANIZATION
BAHAMAS
7 SOLE VOTING POWER
NUMBER OF
SHARES 29,500,000
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING NONE
PERSON
WITH 9 SOLE DISPOSITIVE POWER
29,500,000
10 SHARED DISPOSITIVE POWER
NONE
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,500,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
39.7%
14 TYPE OF REPORTING PERSON
HC
<PAGE>
CUSIP No. 372450 10 6 13D
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CARLO SALVI
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |_|
JOINT FILING
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO, PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
6 CITIZENSHIP OR PLACE OF ORGANIZATION
SWITZERLAND
7 SOLE VOTING POWER
NUMBER OF
SHARES 30,090,000
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING NONE
PERSON
WITH 9 SOLE DISPOSITIVE POWER
30,090,000
10 SHARED DISPOSITIVE POWER
NONE
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
30,090,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
40.5%
14 TYPE OF REPORTING PERSON
IN
<PAGE>
STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
Item 2 and Schedule I of the statement on Schedule 13D filed
jointly on March 10, 1997 (as amended from time to time, this "Schedule 13D")
pursuant to Rule 13d-1 promulgated under Section 13(d) of the Securities
Exchange Act of 1934 by Rakepoll Finance N.V., Karbona Industries Ltd. and
Carlo Salvi are hereby amended by adding to such item and schedule the
information set forth below. Unless stated otherwise, capitalized terms have
the meanings previously set forth in this Schedule 13D.
Item 2. Identity and Background.
(a) - (c), (f) Pursuant to a meeting of the Board of Directors of
Rakepoll Finance held July 8, 1997, such Board accepted the resignations of
Messrs. Jerome van Zuylen and Reginald Schotborgh as Managing Directors of
Rakepoll Finance and appointed in their stead Messrs. Antonius Knipping and
Jeroen Eichhorn. The name, business address, present principal occupation or
employment and the name, principal business and address of any corporation or
other organization in which such employment is conducted and the citizenship
of each of Messrs. Knipping and Eichhorn are set forth on Schedule I hereof and
are incorporated herein by reference.
In addition, as of August 1, 1997, the principal business and
principal office address of Rakepoll Finance has been changed to:
Rakepoll Finance N.V.
Caracasbaaiweg 201
P.O. Box 6085
Curacao, Netherlands Antilles
<PAGE>
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.
RAKEPOLL FINANCE N.V.
By: /s/ Carlo Salvi
---------------------------
Name: Carlo Salvi
Title: Chairman of the Board
DATED: August 21, 1997
<PAGE>
SCHEDULE I
DIRECTORS OF RAKEPOLL FINANCE N.V.
Set forth below is the name, business address, present principal
occupation or employment and the name, principal business and address of
any corporation or other organization in which such employment is conducted
and citizenship of each of Messrs. Knipping and Eichhorn.
Name, Citizenship and Present Principal Name, Principal Business
Position with Rakepoll Occupation or and Address of Corporation
Finance Employment or Organization in Which
Such Employment is Conducted
Antonius Knipping (Dutch), Managing Director Amicorp N.V.
Managing Director Amicorp N.V. Caracasbaaiweg 199
P.O. Box 6050
Curacao, Netherlands
Antilles
Jeroen Eichhorn (Dutch), Managing Director/ Amicorp N.V.
Managing Director Attorney-at-Law, Caracasbaaiweg 199
Amicorp N.V. P.O. Box 6050
Curacao, Netherlands
Antilles
