UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
ANTEX BIOLOGICS INC.
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(Name of Issuer)
Common Stock, $.01 Par Value
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(Title of Class of Securities)
03672W-100
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(CUSIP Number)
Edgar B. Cale III, SmithKline Beecham Corporation
One Franklin Plaza, Philadelphia, PA 19102
Telephone 215-751-3027
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
May 5, 2000
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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).
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SCHEDULE 13D
CUSIP NO. 03672W-100 Page 2 of 5 Pages
This Amendment No. 3 further amends and supplements the Statement on Schedule
13D electronically filed with the Securities and Exchange Commission (the
"Commission") on May 17, 1996 (the "Initial Statement") by SmithKline Beecham
Biologicals Manufacturing s.a. ("SBBM") and amended on June 5, 1996 and
September 24, 1999.
The undersigned hereby amends and supplements Item 5 of the Initial Statement to
include the following information (capitalized terms used herein without
definition shall have the same meaning as set forth in the Initial Statement).
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<PAGE>
SCHEDULE 13D
CUSIP NO. 03672W-100 Page 3 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
SmithKline Beecham Biologicals Manufacturing s.a.
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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*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(D) OR 2(E) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium
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7 SOLE VOTING POWER
NUMBER OF
SHARES 7,956,657
BENEFICIALLY
OWNED BY -------------------------------------------------
EACH 8 SHARED VOTING POWER
REPORTING
PERSON None
WITH
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9 SOLE DISPOSITIVE POWER
7,956,657
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10 SHARED DISPOSITIVE POWER
None
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,956,657
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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)
15.14%
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14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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<PAGE>
Page 4 of 5 Pages
Item 5. Interest in Securities of the Issuer.
Item 5 of Schedule 13D is hereby amended to add the following information:
(a) Amount and Percent Beneficially Owned
Registered Name Class No. of Shares Percent
SmithKline Beecham
Biologicals
Manufacturing s.a. Common Stock 7,956,657 15.14%
(b) Power to Vote and Dispose of Shares
SBBM has sole voting and investment power to vote and to dispose
of all the shares of Common Stock identified in subparagraph (a) above.
(c) Transactions in the Class of Securities
On May 5, 2000, SBBM received 3,495,204 shares of Issuer's Common
Stock upon the cashless exercise of warrants to purchase 3,865,769 shares of
Issuer's Common Stock at an exercise price of $0.37 per share.
The shares of Common Stock identified in Item 5(a) above include
866,189 shares issuable upon exercise of warrants related to incremental
research and development funding provided to the Issuer by SBBM. The Issuer has
advised SBBM of its belief that those warrants are not exercisable based on the
date the funding was received. The Issuer and SBBM are in discussions on this
matter and the ultimate outcome is unknown.
(d) Right to Receive or Power to Direct the Receipt of Dividends from,
or Proceeds from the Sale of, such Securities
None.
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<PAGE>
Page 5 of 5 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certifies that the information set forth in the
Statement is true, correct and complete.
SMITHKLINE BEECHAM BIOLOGICALS MANUFACTURING S.A.
By:/s/ Donald F. Parman
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Donald F. Parman
Attorney-in-Fact
DATED: June 9, 2000
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