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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
InKine Pharmaceutical Company, Inc.
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(Name of Issuer)
Common Stock, par value $.0001 per share
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(Title of Class of Securities)
457214 10 4
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(CUSIP Number)
Charles C. Zall, Esq.
Saul, Ewing, Remick & Saul LLP
Centre Square West
1500 Market Street, 38th Floor
Philadelphia, PA 19102-2186
(215) 972-7777
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 6, 1998
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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 [ ].
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 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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CUSIP No. 457214 10 4 Page 2 of 7
1. Name of reporting person:
Taffy J. Williams, Ph.D.
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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*
oo
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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
United States
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Number of Shares 7. Sole Voting Power - 1,225,590
Beneficially Owned By Each 8. Shared Voting Power - 0
Reporting Person With 9. Sole Dispositive Power - 1,225,590
10. Shared Dispositive Power - 0
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,225,590
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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)
5.4%
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14. Type of Reporting Person*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 457214 10 4 Page 3 of 7
ITEM 1. SECURITY AND ISSUER
(a) TITLE OF CLASS OF SECURITIES
Common stock, $.0001 par value per share (the "Common
Stock")
(b) NAME AND ADDRESS OF PRINCIPAL EXECUTIVE OFFICES OF ISSUER
InKine Pharmaceutical Company, Inc. (the "Company")
Sentry Park East
1720 Walton Road
Blue Bell, PA 19422
ITEM 2. IDENTITY AND BACKGROUND
(a) NAME OF PERSON FILING
Taffy J. Williams, Ph.D.
(b) RESIDENCE OR BUSINESS ADDRESS
The principal business address for the reporting person
is:
InKine Pharmaceutical Company, Inc.
Sentry Park East
1720 Walton Road
Blue Bell, PA 19422
(c) PRESENT PRINCIPAL OCCUPATION/EMPLOYMENT AND NAME, PRINCIPAL
BUSINESS AND ADDRESS OF ORGANIZATION IN WHICH SUCH EMPLOYMENT IS
CONDUCTED
Principal Occupation: President and Chief
Operating Officer
Name of Employer: InKine Pharmaceutical Company, Inc.
Principal Business of Employer: Developing Pharmaceutical
Compounds
Address of Employer: Sentry Park East
1720 Walton Road
Blue Bell, PA 19422
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CUSIP No. 457214 10 4 Page 4 of 7
(d) CRIMINAL CONVICTIONS IN THE PREVIOUS FIVE YEARS
None.
(e) VIOLATION OF FEDERAL OR STATE SECURITIES LAWS
None.
(f) CITIZENSHIP
United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The reporting person acquired 10,000 shares of Common Stock on the open
market on April 1, 1998 for $1.25 per share. All of the rest of the reporting
person's beneficial ownership consists of shares underlying exerciseable
options. The reporting person acquired the options as follows:
The reporting person acquired 100,000 options to purchase Common Stock
as consideration for his commencing employment with the Company on June 9, 1995
exerciseable at $1.13 per share. The reporting person acquired an additional
80,000 shares pursuant to the Company's Employee Stock Option Plan, 40,000 of
which are exerciseable at $.88 per share and 40,000 of which are exerciseable at
$.50 per share. In January 1997, the reporting person received an option to
purchase 5% of the fully diluted capitalization of the Company as consideration
for helping to negotiate the purchase of Sangen Pharmaceutical Company by the
Company and for his agreement to enter into an employment agreement with the
Company. Pursuant to the terms of this option plan, the reporting person
acquired 500,000 options which vested on November 7, 1997, exerciseable at $.61
per share and 1,071,182 options, which vest ratably on a monthly basis over 36
months commencing on November 7, 1997, exerciseable at $1.00 per share.
ITEM 4. PURPOSE OF TRANSACTION
The securities acquired in the transaction triggering the filing of this
report were acquired for investment purposes. The reporting person may acquire
additional shares of Common Stock, or may dispose of shares of Common Stock,
based upon his periodic investment decisions.
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CUSIP No. 457214 10 4 Page 5 of 7
Further, the reporting person's beneficial ownership of Common Stock may
increase through the receipt of additional stock options pursuant to the
Company's stock option plan. At this time, the reporting person does not
contemplate seeking to effect any other action that would be required to be
disclosed pursuant to this Item 4.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) AMOUNT AND PERCENT BENEFICIALLY OWNED
The reporting person owns beneficially, 1,225,590 shares of Common Stock
(10,000 of which he owns outright, with the balance issuable upon the exercise
of stock options), which represents approximately 5.4% of all the outstanding
Common Stock.
(b) POWER TO VOTE AND DISPOSE OF SHARES
The reporting person has sole voting and despositive power with
respect to all shares beneficially owned by him.
(c) TRANSACTIONS IN THE CLASS OF SECURITIES
Except as described in Item 3 above, the reporting person did not
engage in any transactions in Common Stock during the past 60
days.
(d) RIGHT OF ANY OTHER PERSON(s) TO RECEIVE OR POWER TO DIRECT THE
RECEIPT OF DIVIDENDS FROM, OR PROCEEDS FROM THE SALE OF, THE
SECURITIES
Not applicable.
(e) DATE ON WHICH THE REPORTING PERSON CEASED TO BE BENEFICIAL OWNER
OF MORE THAN 5% OF SECURITIES
Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
The reporting person is not party to any contracts, arrangements,
understandings or relationships with respect to securities of the
Company, except agreements with the Company respecting options granted
to him by the Company.
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CUSIP No. 457214 10 4 Page 6 of 7
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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CUSIP No. 457214 10 4 Page 7 of 7
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.
/s/ Taffy J. Williams
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Taffy J. Williams
Dated: March 12, 1999
