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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)
BioCryst Pharmaceuticals, Inc.
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class of Securities)
09058V 10 3
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(CUSIP Number)
William W. Featheringill
c/o Private Capital Corporation
100 Brookwood Place, Suite 410
Birmingham, Alabama 35209
205-879-2722
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 21, 1997
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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 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.
*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 ("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).
(Continued on following pages)
(Page 1 of 8 Pages)
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<TABLE>
<CAPTION>
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CUSIP NO. 09058V 10 3 13D Page 2 of 8 Pages
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<S> <C>
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1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
WILLIAM W. FEATHERINGILL
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS*
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
US
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NUMBER OF 7. SOLE VOTING POWER
SHARES
BENEFICIALLY 2,181,200(3)
OWNED BY -------------------------------------------------------------------------------------------------
REPORTING 8. SHARED VOTING POWER
PERSON
WITH -------------------------------------------------------------------------------------------------
9. SOLE DISPOSITIVE POWER
2,181,200(3)
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10. SHARED DISPOSITIVE POWER
65,000(1)
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,203,178(2)(3)(4)
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES*
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
15%
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14. TYPE OF REPORTING PERSON*
IN
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</TABLE>
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(1) Purchased (3/22/96) and held in the record name of John P.K. Featheringill,
under an agency basis subject to option to acquire record ownership. Agent
has sole voting power.
(2) Includes 65,000 shares held in the name of John P.K. Featheringill. See 10
above.
(3) Includes 299,900 shares held by the Featheringill Family Partnership. Mr.
Featheringill is the sole manager of the Featheringill Family Partnership
with investment and voting power for such shares.
(4) Includes options to purchase 21,978 shares.
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CUSIP No. 09058 V 10 3 Page 3 of 8 Pages
Item 1. Security and Issuer.
This Statement on Schedule 13D relates to shares of Common Stock,
$0.01 par value (the "Common Stock"), of BioCryst Pharmaceuticals, Inc., a
Delaware corporation (the "Issuer"), whose principal executive offices are
located at 2190 Parkway Lake Drive, Birmingham, AL 35244.
Item 2. Identity and Background.
Item 2 is hereby amended and restated as follows:
This Statement is filed by William W. Featheringill (the "Reporting
Person"). The following sets forth the Reporting Person's name, business
address, principal occupation, the name, principal business and address of the
corporation or organization in which such occupation is conducted and
citizenship.
<TABLE>
<S> <C>
Name: William W. Featheringill
Business Address: Private Capital Corporation
100 Brookwood Place, Suite 410
Birmingham, AL 35209
Principal Occupation: Investments
Name, Principal Business
and Address of Corporation
or Organization in which
such Occupation is Conducted: Private Capital Corporation
100 Brookwood Place, Suite 410
Birmingham, AL 35209
Citizenship: United States
</TABLE>
During the five years prior to the date hereof, the Reporting Person
has not been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors) and (ii) has not been a party to a civil proceeding of
a judicial or administrative body of competent jurisdiction, as a result of
which such person 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 3. Source and Amount of Funds or Other Consideration.
Item 3 is hereby amended and restated as follows:
On May 16, 1995, the Reporting Person purchased 1,000,000 shares of
Common Stock of the Issuer with personal funds.
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CUSIP No. 09058 V 10 3 Page 4 of 8 Pages
On March 22, 1996, the Reporting Person purchased 235,000 shares of
Common Stock of the Issuer with personal funds.
On 3/22/96, 65,000 shares of common stock of the Issuer were purchased
with personal funds advanced by the Reporting Person and are held in the record
name of John P.K. Featheringill, the undersigned's brother, under an agency
basis, subject to the option of the undersigned to acquire record ownership.
John P.K. Featheringill has sole voting power with respect to said shares.
As of January 5, 1998, the Reporting Person had purchased an
additional 581,300 shares of Common Stock of the Issuer with personal funds.
In addition, as of November 21, 1997, the Featheringill Family
Partnership had purchased 299,900 shares of Common Stock of the Issuer. The
Reporting Person is the sole manager with investment and voting power of the
Featheringill Family Partnership.
Item 4. Purpose of Transaction.
Item 4 is hereby amended and restated as follows:
The Reporting Person acquired the shares of Common Stock of the Issuer
as an investment in the Issuer.
Although the Reporting Person has not formulated any definitive plans,
he may from time to time acquire, or dispose of, Common Stock and/or other
securities of the Issuer if and when he deems it appropriate. The Reporting
Person may formulate other purposes, plans or proposals relating to any of such
securities of the Issuer to the extent deemed advisable in light of market
conditions, investment policies and other factors.
Except as indicated in this Schedule 13D, as amended, the Reporting
Person currently has no plans or proposals that relate to or would result in
any of the matters described in subparagraphs (a) through (j) of Item 4 of
Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated as follows:
(a) and (b) The Reporting Person beneficially owns 2,203,178 shares of
the Common Stock, or 15%of the outstanding shares of Common Stock, of the
Issuer. This figure includes 65,000 shares purchased on March 22, 1996 and held
in record name John P.K. Featheringill under an agency basis, subject to option
to acquire record ownership on behalf of the undersigned. John P.K.
Featheringill has sole voting power with respect to said shares. In addition,
this figure includes the 299,900 shares acquired by the Featheringill Family
Partnership for which the Reporting Person is the sole manager with investment
and voting power for such shares. This figure also includes options to purchase
21,978 shares of Common Stock of the Issuer. The Reporting Person has sole
power to vote and to dispose of 1,816,300 shares of Common Stock of the Issuer
held directly by the Reporting Person.
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CUSIP No. 09058 V 10 3 Page 5 of 8 Pages
(c) The Reporting Person acquired 1,000,000 shares of Common Stock of
the Issuer on May 16, 1995 for $5.50 per share directly from the Issuer in a
private placement.
The Reporting Person acquired 235,000 shares of Common Stock of the
Issuer on March 22, 1996 for $8.00 per share directly from the Issuer in a
private placement.
On 3/22/96, 65,000 shares of Common Stock of the Issuer were purchased
from the Issuer with personal funds advanced by the Reporting Person and are
held in the record name of John P.K. Featheringill, the undersigned's brother,
under an agency basis, subject to the option of the undersigned to acquire
record ownership. John P.K. Featheringill has sole voting power with respect to
said shares.
The Reporting Person acquired the following 581,300 shares of Common
Stock of the Issuer on the following dates for the following prices per share:
<TABLE>
<CAPTION>
Number of shares Date Price per share
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<S> <C> <C>
1. 5,000 5/29/97 $13.004
2. 7,000 7/7/97 12.370
3. 4,000 9/30/97 6.787
4. 4,000 10/01/97 8.000
5. 500 10/07/97 6.818
6. 3,000 10/08/97 7.070
7. 30,000 10/14/97 7.575
8. 23,000 10/15/97 7.512
9. 2,000 10/15/97 7.512
10. 25,000 10/16/97 7.575
11. 2,000 10/17/97 7.575
12. 5,000 10/21/97 7.827
13. 2,000 10/24/97 7.827
14. 12,000 10/27/97 7.701
15. 10,000 10/27/97 7.701
16. 1,000 10/28/97 7.196
17. 5,000 10/29/97 7.575
18. 7,500 10/30/97 7.757
19. 10,000 10/31/97 7.575
20. 1,000 10/31/97 7.448
21. 7,500 11/4/97 7.575
22. 1,800 11/6/97 7.575
23. 3,000 11/7/97 7.701
24. 800 11/7/97 7.448
25. 6,000 11/7/97 7.575
26. 5,000 11/10/97 7.575
27. 7,000 11/10/97 7.575
28. 13,000 11/11/97 7.575
29. 2,500 11/12/97 7.448
30. 22,500 11/12/97 7.575
31. 7,500 11/12/97 7.575
32. 7,000 11/13/97 7.575
</TABLE>
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CUSIP No. 09058 V 10 3 Page 6 of 8 Pages
<TABLE>
<S> <C> <C> <C>
33. 12,500 11/14/97 7.475
34. 25,000 11/17/97 7.500
35. 3,000 11/18/97 7.500
36. 15,000 11/18/97 7.500
37. 10,000 11/19/97 7.500
38. 5,000 11/21/97 7.575
39. 10,000 12/1/97 7.087
40. 17,000 12/2/97 7.000
41. 3,000 12/2/97 6.937
42. 10,000 12/2/97 6.944
43. 2,500 12/3/97 6.750
44. 5,000 12/4/97 6.818
45. 23,000 12/5/97 6.776
46. 16,500 12/8/97 6.600
47. 21,500 12/11/97 6.500
48. 11,200 12/12/97 6.568
49. 30,000 12/16/97 6.719
50. 20,000 12/22/97 6.875
51. 5,000 12/23/97 6.875
52. 5,000 12/24/97 6.875
53. 5,000 12/29/97 6.944
54. 10,000 12/29/97 6.875
55. 5,000 12/30/97 6.750
56. 35,000 12/30/97 6.875
57. 1,000 12/31/97 6.500
58. 4,000 12/31/97 6.625
59. 15,000 12/31/97 6.750
60. 1,000 12/31/97 6.813
61. 12,500 1/5/98 7.094
</TABLE>
The Featheringill Family Partnership purchased the following 299,900
shares of Common Stock on the following dates for the following prices per
share:
<TABLE>
<S> <C> <C> <C>
1. 180,000 9/26/96 10.000
2. 40,900 10/21/97 7.750
3. 15,000 10/28/97 7.185
4. 11,000 10/28/97 7.185
5. 2,500 10/31/97 7.750
6. 25,000 11/4/97 7.435
7. 5,000 11/14/97 7.497
8. 5,000 11/17/97 7.497
9. 2,000 11/18/97 7.437
10. 5,000 11/20/97 7.685
11. 8,500 11/21/97 7.560
</TABLE>
(d) & (e) Inapplicable.
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CUSIP No. 09058 V 10 3 Page 7 of 8 Pages
Item 6. Contracts, Arrangements, Understandings or Relationships with respect
to Securities of the Issuer.
Item 6 is hereby amended and restated as follows:
The Issuer has granted to the Reporting Person options to purchase
21,978 shares of Common Stock of the Issuer. Other than such options, there is
no contract, arrangement, understanding or relationship between the Reporting
Person and any other person, with respect to any securities of the Issuer.
Item 7. Material to be Filed as Exhibits.
None
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CUSIP No. 09058 V 10 3 Page 8 of 8 Pages
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.
Date: March 24, 1998
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/s/ William W. Featheringill
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William W. Featheringill
