SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )
Connetics Corporation
_________________________________________________________________
(Name of Issuer)
Common Stock, $.001 par value
_________________________________________________________________
(Title of Class of Securities)
0002078541
_________________________________________________________________
(CUSIP Number)
Kathleen K. Schoemaker John C. MacMurray, Esq.
Domain Associates Reboul, MacMurray, Hewitt,
One Palmer Square Maynard & Kristol
Princeton, New Jersey 08542 45 Rockefeller Plaza
Tel. (609) 683-5656 New York, New York 10111
Tel. (212) 841-5700
_________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 15, 1997
_________________________________________________________________
(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 [ ].
_________________________________________________________________
1) Name of Reporting Person Domain Partners III,
S.S. or I.R.S. Identification L.P.
No. of Above Person
CUSIP No. 0002078541 Page 2 of 11 Pages
_________________________________________________________________
2) Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
_________________________________________________________________
3) SEC Use Only
_________________________________________________________________
4) Source of Funds WC
_________________________________________________________________
5) Check if Disclosure of
Legal Proceedings is Not Applicable
Required Pursuant to
Items 2(d) or 2(e)
_________________________________________________________________
6) Citizenship or Place
of Organization Delaware
_________________________________________________________________
Number of 7) Sole Voting 1,220,199 shares of
Shares Beneficially Power Common Stock
Owned by Each (including 63,898
Reporting Person: issuable upon exercise of
warrants)
________________________________________
8) Shared Voting
Power -0-
________________________________________
9) Sole Disposi- 1,220,199 shares of
tive Power Common Stock (including 63,898
issuable upon exercise of
warrants)
_________________________________________
10) Shared Dis-
positive Power -0-
________________________________________
11) Aggregate Amount Beneficially 1,220,199 shares of
Owned by Each Reporting Person Common Stock (including 63,898
issuable upon exercise of
warrants)
_________________________________________________________________
12) Check if the Aggregate
Amount in Row (11)
Excludes Certain Shares
_________________________________________________________________
<PAGE>
CUSIP No. 0002078541 Page 3 of 11 Pages
13) Percent of Class
Represented by 9.3%
Amount in Row (11)
_________________________________________________________________
14) Type of Reporting
Person PN
<PAGE>
CUSIP No. 0002078541 Page 4 of 11 Pages
_________________________________________________________________
1) Name of Reporting Person DP III Associates,
S.S. or I.R.S. Identification L.P.
No. of Above Person
_________________________________________________________________
2) Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
_________________________________________________________________
3) SEC Use Only
_________________________________________________________________
4) Source of Funds WC
_________________________________________________________________
5) Check if Disclosure of
Legal Proceedings is Not Applicable
Required Pursuant to
Items 2(d) or 2(e)
_________________________________________________________________
6) Citizenship or Place
of Organization Delaware
_________________________________________________________________
Number of 7) Sole Voting 42,445 shares of
Shares Beneficially Power Common Stock
Owned by Each (including 2,209
Reporting Person: issuable upon
exercise of
warrants)
________________________________________
8) Shared Voting
Power -0-
________________________________________
9) Sole Disposi- 42,445 shares of
tive Power Common Stock
(including 2,209
issuable upon
exercise of
warrants)
________________________________________
10) Shared Dis-
positive Power -0-
________________________________________
11) Aggregate Amount Beneficially 42,445 shares of
Owned by Each Reporting Person Common Stock
(including 2,209
issuable upon
exercise of
warrants)
<PAGE>
CUSIP No. 00078541 Page 5 of 11 Pages
________________________________________________________________
12) Check if the Aggregate
Amount in Row (11)
Excludes Certain Shares
________________________________________________________________
13) Percent of Class
Represented by 0.3%
Amount in Row (11)
________________________________________________________________
14) Type of Reporting
Person PN
<PAGE>
CUSIP No. 0002078541 Page 6 of 11 Pages
_________________________________________________________________
1) Name of Reporting Person Domain Associates
S.S. or I.R.S. Identification
No. of Above Person
_________________________________________________________________
2) Check the Appropriate Box (a) [x]
if a Member of a Group (b) [ ]
_________________________________________________________________
3) SEC Use Only
_________________________________________________________________
4) Source of Funds Not Applicable
_________________________________________________________________
5) Check if Disclosure of
Legal Proceedings is Not Applicable
Required Pursuant to
Items 2(d) or 2(e)
_________________________________________________________________
6) Citizenship or Place
of Organization New Jersey
_________________________________________________________________
Number of 7) Sole Voting 4,215 shares of
Shares Beneficially Power Common Stock
Owned by Each
Reporting Person:
________________________________________
8) Shared Voting
Power -0-
________________________________________
9) Sole Disposi- 4,215 shares of
stive Power Common Stock
________________________________________
10) Shared Dis-
positive Power -0-
________________________________________
11) Aggregate Amount Beneficially 4,215 shares of
Owned by Each Reporting Person Common Stock
_________________________________________________________________
12) Check if the Aggregate
Amount in Row (11)
Excludes Certain Shares
_________________________________________________________________
13) Percent of Class
Represented by less than 0.1%
Amount in Row (11)
_________________________________________________________________
14) Type of Reporting
Person PN
<PAGE>
CUSIP No. 0002078541 Page 7 of 11 Pages
Schedule 13D
_____________
Item 1. Security and Issuer.
___________________
This statement relates to the Common Stock, $.001 par value (the
"Common Stock"), of Connetics Corporation, a Delaware corporation (the
"Issuer"). The name of the Issuer was formerly Connective Therapeutics,
Inc. The principal executive offices of the Issuer are located at 3400
West Bayshore Road, Palo Alto, California 94303.
Item 2. Identity and Background.
_______________________
(a) Pursuant to Rules 13d-1(f)(1)-(2) of Regulation 13D-G of the
General Rules and Regulations under the Securities Act of 1934, as amended
(the "Act"), the undersigned hereby file this Schedule 13D on behalf of
Domain Partners III, L.P., a Delaware limited partnership ("DP III"),
DP III Associates, L.P., a Delaware limited partnership ("DPA") and Domain
Associates, a New Jersey general partnership ("DA"). DP III, DPA and DA
are sometimes hereinafter referred to as the "Reporting Persons". The
Reporting Persons are making this single joint filing because they may be
deemed to constitute a "group" within the meaning of Section 13(d)(3) of
the Act. The agreement among the Reporting Persons to file as a group (the
"Group Agreement") is attached hereto as Exhibit A.
(b)-(c) DA is a New Jersey general partnership, whose principal
business is that of an investment manager. DPIII and DPA are Delaware
limited partnerships, whose principal businesses are those of private
investment partnerships. The sole general partner of DP III and DPA is One
Palmer Square Associates III, L.P., a Delaware limited partnership
("OPSA III"), whose principal business is that of acting as the general
partner of DPIII and DPA. The following individuals, who are citizens of
the United States, are both general partners of DA and of OPSA III: (i)
James C. Blair, (ii) Brian H. Dovey, (iii) Jesse I. Treu, (iv) Richard S.
Schneider and (v) Kathleen K. Schoemaker. Arthur Klausner, who is a
citizen of the United States, is also a general partner of DA. The
principal business and principal office address is for each entity and
individual named in this paragraph is One Palmer Square, Princeton, New
Jersey 08542.
(d) None of the entities or persons identified in this Item 2
<PAGE>
CUSIP No. 0002078541 Page 8 of 11 Pages
has, during the last five years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
(e) None of the entities or persons identified in this Item 2
has, during the last five years, been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result
of such proceeding 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.
_________________________________________________
This statement relates to the acquisition by DP III and DPA on
December 15, 1997 of 434,952 and 15,048 shares, respectively, of Common
Stock (the "Shares"), at a purchase price of $3.00 per share, pursuant to a
Registration Statement on Form S-1 filed by the Issuer with the Securities
and Exchange Commission (SEC Registration No. 333-41195) in connection with
a secondary offering of 1,750,000 shares of Common Stock (the "Offering").
Item 4. Purpose of Transaction.
______________________
The Reporting Persons have acquired securities of the Issuer for
investment purposes.
Item 5. Interest in Securities of the Issuer.
____________________________________
The following information is based on a total of 13,100,602
shares of Common Stock outstanding after the completion of the Offering.
Calculations with respect to DP III give effect to the exercise of
presently- exercisable Warrants to purchase 63,898 shares of Common Stock
and calculations with respect to DPA give effect to the exercise of
presently-exercisable Warrants to purchase 2,209 shares of Common Stock.
(a) DP III
______
DP III owns an aggregate 1,220,199 shares of Common Stock, or
approximately 9.3% of the Common Stock outstanding.
<PAGE>
CUSIP No. 0002078541 Page 9 of 11 Pages
DPA
___
DPA owns an aggregate 42,445 shares of Common Stock, or
approximately 0.3% of the Common Stock outstanding.
OPSA III
________
OPSA III, as the general partner of DP III and DPA, may be deemed
to beneficially own the aggregate 1,262,644 shares of Common Stock
owned by DP III and DPA, or approximately 9.6% of the Common Stock
outstanding.
DA
__
DA owns an aggregate 4,215 shares of Common Stock, or less than
0.1% of the Common Stock outstanding.
(b) The general partners of OPSA III and DA may be deemed to
share the power to vote or direct the voting of and to dispose or to direct
the disposition of the shares of Common Stock owned by DP III, DPA and DA.
Each of the general partners of OPSA III and DA disclaims beneficial
ownership of all shares of Common Stock other than the shares of Common
Stock he or she owns by virtue of his or her indirect pro rata interest, as
a partner of OPSA III and DA, in the Common Stock owned by DP III, DPA and
DA.
(c) Not applicable.
(d) Except as described in this statement, no person has the
power to direct the receipt of dividends on, or the proceeds from sales of,
the shares of Common Stock owned by DP III, DPA or DA.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings
or Relationships with Respect to
Securities of the Issuer.
_______________________________________
Not Applicable.
Item 7. Material to be Filed as Exhibits.
________________________________
Exhibit A - Group Agreement (Appears at Page 11)
<PAGE>
CUSIP No. 0002078541 Page 10 of 11 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.
Dated: January 16, 1998
DOMAIN PARTNERS III, L.P.
By: One Palmer Square Associates III L.P.,
General Partner
By /s/ Kathleen K. Schoemaker
General Partner
DP III ASSOCIATES, L.P.
By: One Palmer Square Associates III L.P.,
General Partner
By /s/ Kathleen K. Schoemaker
General Partner
DOMAIN ASSOCIATES
By /s/ Kathleen K. Schoemaker
General Partner
<PAGE>
CUSIP No. 0002078541 Page 11 of 11 Pages
EXHIBIT A
AGREEMENT OF
DOMAIN PARTNERS III, L.P.,
DP III ASSOCIATES, L.P.
AND
DOMAIN ASSOCIATES
PURSUANT TO RULE 13d-1(f)
_________________________
The undersigned hereby agree that the Statement on Schedule 13D
to which this Agreement is annexed as Exhibit A is filed on behalf of each
of them in accordance with the provisions of 13d-1(f) under the Securities
Exchange Act of 1934, as amended.
DOMAIN PARTNERS III, L.P.
By: One Palmer Square Associates III L.P.,
General Partner
By /s/ Kathleen K. Schoemaker
General Partner
DP III ASSOCIATES, L.P.
By: One Palmer Square Associates III L.P.,
General Partner
By /s/ Kathleen K. Schoemaker
General Partner
DOMAIN ASSOCIATES
By /s/ Kathleen K. Schoemaker
General Partner
Date: January 16, 1998
