CELL THERAPEUTICS INC
SC 13G, 1999-02-10
PHARMACEUTICAL PREPARATIONS
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G
                    Under the Securities Exchange Act of 1934
                               (Amendment No. __)


                             Cell Therapeutics, Inc.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                   0001509341
                                 (CUSIP Number)

- --------------------------------------------------------------------------------
            (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)
  [  ]  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 1 of 10
<PAGE>   2
CUSIP No.0001509341                    13G


     1      NAMES OF REPORTING PERSONS/   BIOTECHNOLOGY INVESTMENT GROUP, L.L.C.
            S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

            06-141-5704

     2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

                                                                          (a) X
                                                                          (b)| |
     3      SEC USE ONLY



     4      CITIZENSHIP OR PLACE OF ORGANIZATION

            Delaware

                   5        SOLE VOTING POWER
  NUMBER OF        
   SHARES          6        SHARED VOTING POWER
BENEFICIALLY
  OWNED BY                  631,655
    EACH    
  REPORTING        7        SOLE DISPOSITIVE POWER
   PERSON   
    WITH    
                   8        SHARED DISPOSITIVE POWER

                            631,655

     9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            631,655

    10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
                                                                             | |

    11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                4.1%

    12      TYPE OF REPORTING PERSON

            Limited Liability Company



                                  Page 2 of 10
<PAGE>   3
CUSIP No. 0001509341                  13G


     1      NAMES OF REPORTING PERSONS/                   SCHRODERS INCORPORATED
            S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

            13-2621402

     2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

                                                                          (a) X
                                                                          (b)| |
     3      SEC USE ONLY



     4      CITIZENSHIP OR PLACE OF ORGANIZATION

            Delaware

                   5        SOLE VOTING POWER
       
  NUMBER OF        6        SHARED VOTING POWER
   SHARES   
BENEFICIALLY                26,449
  OWNED BY  
    EACH           7        SOLE DISPOSITIVE POWER
  REPORTING 
   PERSON   
    WITH    
                   8        SHARED DISPOSITIVE POWER

                            26,449

     9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            26,449

    10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
                                                                             | |

    11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                .0017%

    12      TYPE OF REPORTING PERSON

            Corporation



                                  Page 3 of 10
<PAGE>   4
CUSIP No. 001509341                    13G


     1      NAMES OF REPORTING PERSONS/    COLLINSON HOWE VENTURE PARTNERS, INC.
            S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

            13-3548019

     2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                          (a) X
                                                                          (b)| |
     3      SEC USE ONLY


     4      CITIZENSHIP OR PLACE OF ORGANIZATION

            Delaware

                   5       SOLE VOTING POWER
  NUMBER OF        
   SHARES          6        SHARED VOTING POWER
BENEFICIALLY
  OWNED BY                  662,892
    EACH    
  REPORTING        7        SOLE DISPOSITIVE POWER
   PERSON   
    WITH           8        SHARED DISPOSITIVE POWER

                            662,892

     9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            662,892

    10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
                                                                             | |

    11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

            4.3%

    12      TYPE OF REPORTING PERSON

            Corporation



                                  Page 4 of 10
<PAGE>   5
CUSIP No. 0001509341                   13G


     1      NAMES OF REPORTING PERSONS/                     JEFFREY J. COLLINSON
            S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

            ###-##-####

     2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

                                                                          (a) X
                                                                          (b)| |
     3      SEC USE ONLY



     4      CITIZENSHIP OR PLACE OF ORGANIZATION

            USA

                   5        SOLE VOTING POWER
       
                            4,155
  NUMBER OF        
   SHARES          6        SHARED VOTING POWER
BENEFICIALLY
  OWNED BY                  662,892
    EACH    
  REPORTING        7        SOLE DISPOSITIVE POWER
   PERSON   
    WITH                    4,155

                   8        SHARED DISPOSITIVE POWER

                            662,892

     9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            662,892

    10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
                                                                             | |

    11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

            4.3%

    12      TYPE OF REPORTING PERSON

            Individual




                                  Page 5 of 10
<PAGE>   6
CUSIP No. 0001509341                   13G


     1      NAMES OF REPORTING PERSONS/                       INDIAN CHASE, INC.
            S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

            06-1348932

     2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

                                                                          (a) X
                                                                          (b)| |
     3      SEC USE ONLY



     4      CITIZENSHIP OR PLACE OF ORGANIZATION

            Delaware

                   5        SOLE VOTING POWER
       
                            633

  NUMBER OF        6        SHARED VOTING POWER
   SHARES   
BENEFICIALLY
  OWNED BY  
    EACH           7        SOLE DISPOSITIVE POWER
  REPORTING 
   PERSON                   633
    WITH    
                   8        SHARED DISPOSITIVE POWER



     9      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            633

    10      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
                                                                             | |

    11      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

            .00004%

    12      TYPE OF REPORTING PERSON

            Corporation



                                  Page 6 of 10
<PAGE>   7
Item 1(a)         Name of Issuer:           Cell Therapeutics, Inc.

Item 1(b)         Address of Issuer's Principal Executive Offices:

                           201 Elliott Avenue, W.,  Suite 400
                           Seattle, WA 98119

Item 2(a)         Name of Person Filing:

                           Biotechnology Investment Group, L.L.C.
                           Schroders Incorporated
                           Collinson Howe Venture Partners, Inc.
                           Jeffrey J. Collinson
                           Indian Chase, Inc.

Item 2(b)         Address of Principal Business Offices or, if none, Residence:

                           c/o Collinson Howe Venture Partners, 1055 Washington
                           Blvd, Stamford, CT 06901 - Biotechnology Investment
                           Group
                           787 Seventh Avenue, New York, NY 10019 - Schroders
                           Incorporated
                           1055 Washington Blvd, Stamford, CT 06901 - Jeffrey J.
                           Collinson
                           611 Atlantic Avenue, Westerly, RI 02891 - Indian
                           Chase, Inc.

Item 2(c)         Citizenship

                           Biotechnology Investment Group is a Delaware limited
                           liability company. Schroders Incorporated is a
                           Delaware corporation. Collinson Howe Venture Partners
                           is a Delaware corporation. Jeffrey J. Collinson is a
                           US Citizen. Indian Chase, Inc. is a Delaware
                           corporation.

Item 2(d)         Title of Class of Securities:

                           Common Stock

Item 2(e)         CUSIP Number:   0001509341

Item 3.           If this Statement is filed pursuant to Rules 13d-1(b) or
                  13d-2(b), check whether the person filing is a:

                  (a)  [ ] Broker or Dealer registered under Section 15 of
                           the Act

                  (b)  [ ] Bank as defined in Section 3(a)(6) of the Act

                  (c)  [ ] Insurance Company as defined in Section 3(a)(19)
                           of the Act

                  (d)  [ ] Investment Company registered under Section 8 of
                           the Investment Company Act

                  (e)  [ ] Investment Adviser registered under Section 203
                           of the Investment Advisers Act of 1940

                  (f)  [ ] Employee Benefit Plan, Pension Fund which is
                           subject to the provisions of the Employee Retirement
                           Income Security Act of 1974 or Endowment Fund; see
                           Section 240.13d-1(b)(1)(ii)(F)

                  (g)  [ ] Parent Holding Company, in accordance with
                           Section 240.13d-1(b)(ii)(G)

                  (h)  [ ] Group, in accordance with Section
                           240.13d-1(b)(1)(ii)(H)

                           Not Applicable.

                                  Page 7 of 10
<PAGE>   8
Item 4.           Ownership.

              (a)  Amount Beneficially Owned:

              Biotechnology Investment Group, L.L.C. ("BIG") is a limited
              liability company which was created to acquire, hold, protect,
              manage and dispose of equity, debt and derivative securities of
              biotechnology and other companies. Most of the shares of common
              stock held by BIG were acquired in January 1995 from The Edward
              Blech Trust ("EBT"). The sole beneficiary is the minor child of
              David Blech, founder, former Director and shareholder of the
              Company. The present members of BIG are (I) the managing member,
              Collinson Howe Venture Partners, ("CHVP"), an investment
              management firm of which Jeffrey J. Collinson is President,
              director and majority shareholder, (ii) EBT, and (iii) Wilmington
              Trust Company ("WTC"), as voting trustee under a voting trust
              agreement (the "Voting Trust Agreement") among WTC, BIG and Bio
              Holdings, L.L.C. ("Holdings"). The managing member of BIG is CHVP.
              The members of BIG share voting and investment power with respect
              to all shares held of record by BIG. All of the shares held of
              record by BIG have been pledged as collateral to Citibank, N.A.
              ("Citibank") to secure indebtedness owed to such bank. Each of
              Citibank and Holdings has the right pursuant to the Voting Trust
              Agreement to direct certain actions of WTC as a member of BIG.
              WTC, as the member holding a majority interest in Holdings, has
              the right to direct the actions of Holdings under the Voting Trust
              Agreement. Citibank, pursuant to a separate voting trust agreement
              among WTC, David Blech and Holdings, has the right to direct the
              actions of WTC as a member of Holdings with respect to the rights
              of Holdings under the Voting Trust Agreement. By virtue of their
              status as members of BIG, each of CHVP and EBT may be deemed to be
              the beneficial owner of all shares held of record by BIG. By
              virtue of his status as the majority owner and controlling person
              of CHVP, Jeffrey J. Collinson may also be deemed the beneficial
              owner of all shares held of record by BIG. Each of CHVP, EBT and
              Mr. Collinson disclaims beneficial ownership of shares held by BIG
              except to the extent of such person's interests.

              Schroders Incorporated is a corporation of record holding 26,449
              shares of Common Stock. Mr. Collinson acts as attorneys-in-fact
              for this corporation and shares the power to direct the voting and
              disposition of the Common Stock he may be deemed to beneficially
              own such shares. Mr. Collinson disclaims beneficial ownership of
              the Common Stock held by Schroders Incorporated, except to the
              extent of his proportionate interest therein.

              Indian Chase, Inc. is a corporation of record holding 633 shares
              of Common Stock. Mr. Collinson has voting and investment powers
              for Indian Chase, Inc. and has a beneficial interest in Indian
              Chase, Inc.

         (b)  Percent of Class:

              Biotechnology Investment Group, L.L.C. - 4.1%
              Schroders Incorporated - .0017%
              Jeffrey J. Collinson - .00027%
              Collinson Howe Venture Partners - 4.3%
              Indian Chase, Inc. - .00004%

         (c) Number of shares as to which such person has:

              (i)       Sole power to vote or to direct the vote


                                  Page 8 of 10
<PAGE>   9
                        Jeffrey J. Collinson 4,155
                        Indian Chase, Inc. - 633

              (ii)      Shared power to vote or to direct the vote

                        Biotechnology Investment Group, L.L.C. - 631,655
                        Schroders Incorporated - 26,449
                        Collinson Howe Venture Partners, Inc. - 662,892

              (iii)     Sole power to dispose or to direct the disposition of

                        Jeffrey J. Collinson - 4,155
                        Indian Chase, Inc. - 633

              (iv)      Shared power to dispose or to direct the disposition of

                        Biotechnology Investment Group, L.L.C. - 631,655
                        Schroders Incorporated - 26,449
                        Collinson Howe Venture Partners, Inc. - 662,892

Item 5.           Ownership of Five Percent or Less of a Class.

                  This statement is being filed to report that fact that as of
                  the date hereof the reporting person has ceased to be the
                  beneficial owner of more than five percent of the class of
                  securities. /X/

Item 6.           Ownership of More than Five Percent on Behalf of Another 
                  Person.

                  Not Applicable.

Item 7.           Identification and Classification of the Subsidiary Which 
                  Acquired the Security Being Reported on By the Parent Holding 
                  Company.

                   Not Applicable.

Item 8.           Identification and Classification of Members of the Group.

                  Not Applicable.

Item 9.           Notice of Dissolution of Group.

                  Not Applicable.





                                  Page 9 of 10
<PAGE>   10
Item 10.          Certification.

                  By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in the ordinary
course of business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such securities
and were not acquired in connection with or as a participant in any transaction
having such purposes or effect.

                                    SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth on this statement is true, complete and correct.

Date: February 8, 1999

BIOTECHNOLOGY INVESTMENT GROUP, L.L.C.

By: /s/ Jeffrey J. Collinson                                  
       Jeffrey J. Collinson, President of the Managing Member


SCHRODERS INCORPORATED

By: /s/ Jeffrey J. Collinson                                  
       Jeffrey J. Collinson, Attorney-in-Fact


JEFFREY J. COLLINSON

By:/s/ Jeffrey J. Collinson                                       
      Jeffrey J. Collinson


INDIAN CHASE, INC.

By: /s/   Jeffrey J. Collinson                                    
       Jeffrey J. Collinson, President

                                  Page 10 of 10


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