1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
Paolo
Cavazza
|
||
2.
|
Check
the Appropriate Box if a Member of a Group
(See
Instructions)
(a)
o
(b) o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Citizenship
or Place of Organization
Italy
|
||
5.
|
Sole
Voting Power
1,546,870
|
||
Number
of
Shares
Beneficially
|
6.
|
Shared
Voting Power
4,065,041
|
|
Owned
by Each
Reporting
Person
With:
|
7.
|
Sole
Dispositive Power
1,546,870
|
|
8.
|
Shared
Dispositive Power
4,065,041
|
||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
5,611,911
|
||
10.
|
Check
box if the Aggregate Amount in Row (9) Excludes
Certain
Shares (See
Instructions)
o
|
||
11.
|
Percent
of Class Represented by Amount in Row (9)
7.70%
(based on 72,843,442 Ordinary Shares, equal to 68,778,401 Ordinary
Shares
outstanding as of November 3, 2006, as reported in the Issuer’s Proxy
Statement filed with the Securities and Exchange Commission
December 12, 2006 plus the 4,065,041 shares issued by the Issuer
pursuant to the transaction with Sigma-Tau Pharmaceuticals, Inc.
reported
in the Issuer’s Form 8-K filed with the Securities and Exchange Commission
January 4, 2007)
|
||
12.
|
Type
of Reporting Person (See Instructions)
IN
|
1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
Claudio
Cavazza
|
||
2.
|
Check
the Appropriate Box if a Member of a Group
(See
Instructions)
(a)
o
(b) o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Citizenship
or Place of Organization
Italy
|
||
5.
|
Sole
Voting Power
0
|
||
Number
of
Shares
Beneficially
|
6.
|
Shared
Voting Power
4,065,041
|
|
Owned
by Each
Reporting
Person
With:
|
7.
|
Sole
Dispositive Power
0
|
|
8.
|
Shared
Dispositive Power
4,065,041
|
||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,065,041
|
||
10.
|
Check
box if the Aggregate Amount in Row (9) Excludes
Certain
Shares (See
Instructions)
o
|
||
11.
|
Percent
of Class Represented by Amount in Row (9)
5.58%
(based on 72,843,442 Ordinary Shares, equal to 68,778,401 Ordinary
Shares
outstanding as of November 3, 2006, as reported in the Issuer’s Proxy
Statement filed with the Securities and Exchange Commission
December 12, 2006 plus the 4,065,041 shares issued by the Issuer
pursuant to the transaction with Sigma-Tau Pharmaceuticals, Inc.
reported
in the Issuer’s Form 8-K filed with the Securities and Exchange Commission
January 4, 2007)
|
||
12.
|
Type
of Reporting Person (See Instructions)
IN
|
1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
Sigma-Tau
Finanzaria S.p.A.
|
||
2.
|
Check
the Appropriate Box if a Member of a Group
(See
Instructions)
(a)
o
(b) o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Citizenship
or Place of Organization
Italy
|
||
5.
|
Sole
Voting Power
4,065,041
|
||
Number
of
Shares
Beneficially
|
6.
|
Shared
Voting Power
0
|
|
Owned
by Each
Reporting
Person
With:
|
7.
|
Sole
Dispositive Power
4,065,041
|
|
8.
|
Shared
Dispositive Power
0
|
||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,065,041
|
||
10.
|
Check
box if the Aggregate Amount in Row (9) Excludes
Certain
Shares (See
Instructions)
o
|
||
11.
|
Percent
of Class Represented by Amount in Row (9)
5.58%
(based on 72,843,442 Ordinary Shares, equal to 68,778,401 Ordinary
Shares
outstanding as of November 3, 2006, as reported in the Issuer’s Proxy
Statement filed with the Securities and Exchange Commission
December 12, 2006 plus the 4,065,041 shares issued by the Issuer
pursuant to the transaction with Sigma-Tau Pharmaceuticals, Inc.
reported
in the Issuer’s Form 8-K filed with the Securities and Exchange Commission
January 4, 2007)
|
||
12.
|
Type
of Reporting Person (See Instructions)
CO
|
1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
Sigma-Tau
International S.A.
|
||
2.
|
Check
the Appropriate Box if a Member of a Group
(See
Instructions)
(a)
o
(b) o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Citizenship
or Place of Organization
Luxembourg
|
||
5.
|
Sole
Voting Power
4,065,041
|
||
Number
of
Shares
Beneficially
|
6.
|
Shared
Voting Power
0
|
|
Owned
by Each
Reporting
Person
With:
|
7.
|
Sole
Dispositive Power
4,065,041
|
|
8.
|
Shared
Dispositive Power
0
|
||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,065,041
|
||
10.
|
Check
box if the Aggregate Amount in Row (9) Excludes
Certain
Shares (See
Instructions)
o
|
||
11.
|
Percent
of Class Represented by Amount in Row (9)
5.58%
(based on 72,843,442 Ordinary Shares, equal to 68,778,401 Ordinary
Shares
outstanding as of November 3, 2006 as reported in the Issuer’s Proxy
Statement filed with the Securities and Exchange Commission
December 12, 2006 plus the 4,065,041 shares issued by the Issuer
pursuant to the transaction with Sigma-Tau Pharmaceuticals, Inc.
reported
in the Issuer’s Form 8-K filed with the Securities and Exchange Commission
January 4, 2007)
|
||
12.
|
Type
of Reporting Person (See Instructions)
CO
|
1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
Sigma-Tau
America S.A.
|
||
2.
|
Check
the Appropriate Box if a Member of a Group
(See
Instructions)
(a)
o
(b) o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Citizenship
or Place of Organization
Luxembourg
|
||
5.
|
Sole
Voting Power
4,065,041
|
||
Number
of
Shares
Beneficially
|
6.
|
Shared
Voting Power
0
|
|
Owned
by Each
Reporting
Person
With:
|
7.
|
Sole
Dispositive Power
4,065,041
|
|
8.
|
Shared
Dispositive Power
0
|
||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,065,041
|
||
10.
|
Check
box if the Aggregate Amount in Row (9) Excludes
Certain
Shares (See
Instructions)
o
|
||
11.
|
Percent
of Class Represented by Amount in Row (9)
5.58%
(based on 72,843,442 Ordinary Shares, equal to 68,778,401 Ordinary
Shares
outstanding as of November 3, 2006, as reported in the Issuer’s Proxy
Statement filed with the Securities and Exchange Commission
December 12, 2006 plus the 4,065,041 shares issued by the Issuer
pursuant to the transaction with Sigma-Tau Pharmaceuticals, Inc.
reported
in the Issuer’s Form 8-K filed with the Securities and Exchange Commission
January 4, 2007)
|
||
12.
|
Type
of Reporting Person (See Instructions)
CO
|
1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
Sigma-Tau
Holding America, Inc.
|
||
2.
|
Check
the Appropriate Box if a Member of a Group
(See
Instructions)
(a)
o
(b) o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Citizenship
or Place of Organization
Nevada
|
||
5.
|
Sole
Voting Power
4,065,041
|
||
Number
of
Shares
Beneficially
|
6.
|
Shared
Voting Power
0
|
|
Owned
by Each
Reporting
Person
With:
|
7.
|
Sole
Dispositive Power
4,065,041
|
|
8.
|
Shared
Dispositive Power
0
|
||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,065,041
|
||
10.
|
Check
box if the Aggregate Amount in Row (9) Excludes
Certain
Shares (See
Instructions) o
|
||
11.
|
Percent
of Class Represented by Amount in Row (9)
5.58%
(based on 72,843,442 Ordinary Shares, equal to 68,778,401 Ordinary
Shares
outstanding as of November 3, 2006, as reported in the Issuer’s Proxy
Statement filed with the Securities and Exchange Commission
December 12, 2006 plus the 4,065,041 shares issued by the Issuer
pursuant to the transaction with Sigma-Tau Pharmaceuticals, Inc.
reported
in the Issuer’s Form 8-K filed with the Securities and Exchange Commission
January 4, 2007)
|
||
12.
|
Type
of Reporting Person (See Instructions)
CO
|
1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
Sigma-Tau
Pharmaceuticals, Inc.
|
||
2.
|
Check
the Appropriate Box if a Member of a Group
(See
Instructions)
(a)
o
(b) o
|
||
3.
|
SEC
Use Only
|
||
4.
|
Citizenship
or Place of Organization
New
Jersey
|
||
5.
|
Sole
Voting Power
4,065,041
|
||
Number
of
Shares
Beneficially
|
6.
|
Shared
Voting Power
0
|
|
Owned
by Each
Reporting
Person
With:
|
7.
|
Sole
Dispositive Power
4,065,041
|
|
8.
|
Shared
Dispositive Power
0
|
||
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,065,041
|
||
10.
|
Check
box if the Aggregate Amount in Row (9) Excludes
Certain
Shares (See
Instructions)
o
|
||
11.
|
Percent
of Class Represented by Amount in Row (9)
5.58%
(based on 72,843,442 Ordinary Shares, equal to 68,778,401 Ordinary
Shares
outstanding as of November 3, 2006, as reported in the Issuer’s Proxy
Statement filed with the Securities and Exchange Commission
December 12, 2006 plus the 4,065,041 shares issued by the Issuer
pursuant to the transaction with Sigma-Tau Pharmaceuticals, Inc.
reported
in the Issuer’s Form 8-K filed with the Securities and Exchange Commission
January 4, 2007)
|
||
12.
|
Type
of Reporting Person (See Instructions)
CO
|
(a)
|
Amount
beneficially owned:
|
5,611,911
|
|
(b)
|
Percent
of class:
|
7.70%
|
|
(c)
|
Number
of shares as to which such person has:
|
(i)
|
sole
power to vote or to direct the vote:
|
1,546,870
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
4,065,041
|
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
1,546,870
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
4,065,041
|
(a)
|
Amount
beneficially owned:
|
4,065,041
|
|
(b)
|
Percent
of class:
|
5.58%
|
|
(c)
|
Number
of shares as to which such person has:
|
(i)
|
sole
power to vote or to direct the vote:
|
0
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
4,065,041
|
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
0
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
4,065,041
|
(a)
|
Amount
beneficially owned:
|
4,065,041
|
|
(b)
|
Percent
of class:
|
5.58%
|
|
(c)
|
Number
of shares as to which such person has:
|
(i)
|
sole
power to vote or to direct the vote:
|
4,065,041
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
0
|
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
4,065,041
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
0
|
(a)
|
Amount
beneficially owned:
|
4,065,041
|
|
(b)
|
Percent
of class:
|
5.58%
|
|
(c)
|
Number
of shares as to which such person has:
|
(i)
|
sole
power to vote or to direct the vote:
|
4,065,041
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
0
|
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
4,065,041
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
0
|
(a)
|
Amount
beneficially owned:
|
4,065,041
|
|
(b)
|
Percent
of class:
|
5.58%
|
|
(c)
|
Number
of shares as to which such person has:
|
(i)
|
sole
power to vote or to direct the vote:
|
4,065,041
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
0
|
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
4,065,041
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
0
|
(a)
|
Amount
beneficially owned:
|
4,065,041
|
|
(b)
|
Percent
of class:
|
5.58%
|
|
(c)
|
Number
of shares as to which such person has:
|
(i)
|
sole
power to vote or to direct the vote:
|
4,065,041
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
0
|
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
4,065,041
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
0
|
(a)
|
Amount
beneficially owned:
|
4,065,041
|
|
(b)
|
Percent
of class:
|
5.58%
|
|
(c)
|
Number
of shares as to which such person has:
|
(i)
|
sole
power to vote or to direct the vote:
|
4,065,041
|
|
(ii)
|
shared
power to vote or to direct the vote:
|
0
|
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
4,065,041
|
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
0
|
Page
No.
|
||
A.
|
Joint
Filing Agreement dated January 12, 2007 by and among Paolo Cavazza,
Claudio Cavazza, Sigma Tau Finanziaria S.p.A., Sigma-Tau Pharmaceuticals,
Inc., Sigma Tau America S.A., Sigma-Tau Holding America, Inc. and
Sigma
Tau International S.A..
|
17
|
B.
|
Power
of Attorney, dated January 9, 2007, granted by Messrs. Dominique
Audia and
Luca Checchinato, directors of Sigma-Tau International S.A., in favor
of
Messrs. Gregg Lapointe and Don DeLillo
|
19
|
C.
|
Power
of Attorney, dated January 9, 2007, granted by Messrs. Dominique
Audia and
Luca Checchinato, directors of Sigma-Tau America S.A., in favor of
Messrs.
Gregg Lapointe and Don DeLillo
|
20
|
D.
|
Power
of Attorney, dated January 10, 2007, granted by Mr. Paolo Cavazza
in favor
of Messrs. Antonio Nicolai and Maurizio Terenzi
|
21
|
E.
|
Power
of Attorney, dated January 10, 2007, granted by Mr. Claudio Cavazza,
President of Sigma-Tau Finanziaria S.p.A., in favour of Messrs. Antonio
Nicolai and Maurizio Terenzi
|
22
|
F.
|
Power
of Attorney, dated January 10, 2007, granted by Mr. Claudio Cavazza
in
favor of Messrs. Antonio
Nicolai and Maurizio Terenzi
|
23
|
By:
|
/s/
Dominique Audia
|
By:
|
/s/
Luca Checchinato
|
/s/ Paolo Cavazza |
PAOLO CAVAZZA |
/s/
Claudio Cavazza
|
Name:
Claudio Cavazza
|
Title:
President
|
/s/ Claudio Cavazza |
CLAUDIO CAVAZZA |