SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FINAL AMENDMENT
(AMENDMENT NO. 2)
to
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Columbia Laboratories, Inc.
---------------------------
(Name of Issuer)
Common Stock, $.01 par value
-----------------------------
(Title of Class of Securities)
197779101
---------
(CUSIP Number)
TC Management
237 Park Avenue, Suite 800
New York, New York 10017
(212) 808-3434
-----------------------
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
December 18, 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: |_|
<PAGE>
Schedule 13D
CUSIP No. 197779101
- -------------------
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anthony R. Campbell
- --------------------------------------------------------------------------------
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)|X| *
(b)|_|
*Disclaimed
- --------------------------------------------------------------------------------
3) SEC USE ONLY
- --------------------------------------------------------------------------------
4) SOURCE OF FUNDS
WC
- --------------------------------------------------------------------------------
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
- --------------------------------------------------------------------------------
6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- --------------------------------------------------------------------------------
7) SOLE VOTING POWER
1,412,600 (See Item 5)
NUMBER ----------------------------------------------------------
OF 8) SHARED VOTING POWER
SHARES Not Applicable
BENEFICIALLY ----------------------------------------------------------
OWNED BY 9) SOLE DISPOSITIVE POWER
EACH 1,412,600 (See Item 5)
REPORTING ----------------------------------------------------------
PERSON 10) SHARED DISPOSITIVE POWER
WITH Not Applicable
- --------------------------------------------------------------------------------
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,412,600 (See Item 5)
- --------------------------------------------------------------------------------
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES |_|
- --------------------------------------------------------------------------------
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.9%
- --------------------------------------------------------------------------------
14) TYPE OF REPORTING PERSON
IN
<PAGE>
Schedule 13D
------------
Item 1 of the Schedule 13D, "Security and Issuer," is amended and restated in
its entirety as follows:
This Statement amends the Schedule 13D dated November 12, 1998,
as amended by Amendment No. 1 filed on December 16, 1998 (the "Schedule 13D"),
relating to the Common Stock, $.01 par value (the "Common Stock"), of Columbia
Laboratories, Inc., a Delaware corporation (the "Company"). The principal
executive offices of the Company are located at 2875 Northeast 191st Street,
Aventura, Florida, 33180.
The filing of any Schedule 13D and amendments thereto does not
constitute an admission that the Reporting Person is a member of a "group" for
purposes of the Securities Exchange Act of 1934, as amended, or the rules
promulgated thereunder or for any other purpose whatsoever. The Reporting Person
expressly disclaims beneficial ownership of any Common Stock beneficially owned
by any other persons.
Item 2 (a) - (c) of the Schedule 13D, "Identity and Background," is amended to
amend and restate the fifth paragraph thereof in its entirety as follows:
An aggregate of 1,412,600 shares of Common Stock, representing
approximately 4.9% of the shares of outstanding Common Stock, were beneficially
owned by the Reporting Person, as of December 18, 1998.
Item 3 of the Schedule 13D, "Source and Amount of Funds or Other Consideration,"
is amended and restated in its entirety as follows:
As of December 18, 1998 the Reporting Person beneficially owned
an aggregate of 1,412,600 shares of Common Stock, all of which were acquired on
the open market over the course of time at then-current market prices for
aggregate consideration of approximately $13,947,762. The costs of the purchases
by the Campbell Entities were funded out of working capital, which may, at any
given time, include margin loans made by brokerage firms in the ordinary course
of business. The costs of the purchases made by the Reporting Person as an
individual were funded out of personal funds, which may, at any given time,
include margin loans made by brokerage firms in the ordinary course of business.
Items 5 (a) and (c) of the Schedule 13D, "Interest in Securities of the Issuer,"
are amended and restated in their entirety as follows:
(a) An aggregate of 1,412,600 shares of Common Stock,
representing approximately 4.9% of the shares of outstanding Common Stock, were
beneficially owned by the Reporting Person as of December 18, 1998.
<PAGE>
The following table sets forth the number of shares of Common
Stock owned by the Campbell Entities as of December 14, 1998.
Percentage
of
Campbell Shares of Outstanding
Entity Common Stock Common Stock
- ------ ------------ ------------
TC Management/1/ 1,382,600 4.8
Windsor LP 1,238,800 4.3
TC Managed Account 101,300 .4
Additionally, Mr. Campbell individually owns 42,500 shares of
Common Stock, and a trust estate for the benefit of Mr. Campbell's children owns
30,000 shares of Common Stock (as to which Mr. Campbell disclaims beneficial
ownership), representing an aggregate of approximately .3% of the outstanding
Common Stock.
The Reporting Person expressly disclaims beneficial ownership of
any Common Stock beneficially owned by James J. Apostolakis, David Ray, Bernard
Marden, Christopher Castroviejo, David Knott or any other person.
(c) Except as set forth on Schedule I annexed hereto, the
Reporting Person and the Campbell Entities have not effected any transactions in
the Common Stock during the past 60 days. All such transactions were effected in
the open market.
- --------
/1/ TC Management, as general partner of Windsor LP and manager of the TC
Managed Account, may be deemed to beneficially own the shares directly owned by
Windsor LP and the TC Managed Account.
<PAGE>
SIGNATURE
---------
After reasonable inquiry and to the best knowledge and belief of
the undersigned, the undersigned certifies that the information set forth in
this Statement is true, complete and correct.
Dated: December 22, 1998
/s/ Anthony R. Campbell
-----------------------
Name: Anthony R. Campbell
<PAGE>
SCHEDULE I
TRANSACTIONS IN COMMON
STOCK OF COLUMBIA LABORATORIES, INC.
DURING THE PRECEDING 60 DAYS
Shares Purchased by Windsor LP:
Number of
Shares
Date Purchased Total Cost
- ---- --------- ----------
10/29/98 15,000 $49,675
10/30/98 16,800 56,715
11/2/98 40,000 148,081
11/10/98 11,500 58,330
Shares Sold by Windsor LP:
Number of
Shares
Date Sold Total Cost
- ---- ---- ----------
12/18/98 60,000 $159,438
Shares Purchased by the TC Managed Account:
Number of
Shares
Date Purchased Total Cost
- ---- --------- ----------
11/2/98 10,000 $37,289
