UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
(Amendment No. 6)
Regeneron Pharmaceuticals, Inc.
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(Name of The Company)
Common Stock (Par Value $ 0.001 Per Share)
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(Title of Class of Securities)
75886F 10 7
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(CUSIP Number)
Chris Walther
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The Procter & Gamble Company
One Procter & Gamble Plaza
Cincinnati, OH 45202-3315
(513) 983-4463
(Name, Address and Telephone Number of Persons Authorized
to Receive Notices and Communications)
June 10, 2003
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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(e), 13d-1(f) or 13d-1(g), check
the following box |_|.
*The remainder of this cover page will 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 will 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 will be subject to all other provisions of the
Act (however, see the Notes).
SCHEDULE 13D
CUSIP No. 75886F 10 7
1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Procter & Gamble Company
Identification Number 31-0411980
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) |_|
(b) |_|
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) |_|
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
7 SOLE VOTING POWER
NUMBER OF
0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 573,630
9 SOLE DISPOSITIVE POWER
EACH
REPORTING 0
PERSON 10 SHARED DISPOSITIVE POWER
573,630
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
573,630
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|-|
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.1%
14 TYPE OF REPORTING PERSON
CO
SCHEDULE 13D
CUSIP No. 75886F 10 7
1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Procter & Gamble Pharmaceuticals, Inc.
Identification Number 31-1209457
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) |_|
(b) |_|
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) |_|
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
7 SOLE VOTING POWER
NUMBER OF
0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 573,630
9 SOLE DISPOSITIVE POWER
EACH
REPORTING 0
PERSON 10 SHARED DISPOSITIVE POWER
573,630
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
573,630
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|-|
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.1%
14 TYPE OF REPORTING PERSON
CO
ITEM 1. SECURITY AND ISSUER.
--------------------
This Amendment No. 6 ("Amendment No. 6") to the Statement on
Schedule 13D (the Statement as so amended, the "Statement") relates to the
Common Stock, par value $.001 per share (the "Common Stock") of Regeneron
Pharmaceuticals, Inc., a New York corporation (the "Company"). The
principal executive offices of the Company are at 777 Old Saw Mill Road,
Tarrytown, NY 10591.
ITEM 2. IDENTITY AND BACKGROUND.
------------------------
(a) Name: The Procter & Gamble Company
State of Incorporation: Ohio
Principal Business: Manufacture and marketing of consumer
products
Address of Principal Business: One Procter & Gamble Plaza
Cincinnati, Ohio 45202
Name: Procter & Gamble Pharmaceuticals, Inc.
State of Incorporation: Ohio
Principal Business: Manufacture and marketing of pharmaceutical
products
Address of Principal Business: same
The Procter & Gamble Company ("P&G") and Procter & Gamble
Pharmaceuticals, Inc. ("P&G Pharmaceuticals") are hereinafter referred to
collectively as the "Reporting Persons".
(b) Not applicable
(c) Not applicable
(d) Not applicable
(e) Not applicable
(f) Not applicable
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
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Not applicable
ITEM 4. PURPOSE OF TRANSACTION.
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(a) Item 4(a) of the Statement is hereby amended as follows:
Between November 20, 2001 and June 10, 2003, P&G Pharmaceuticals
conducted open market sales of the Company's Common Stock (the "Sales") on
the dates and in the amounts set forth in Exhibit 1 hereto (the "Schedule
of Sales").
(b) None
(c) None
(d) None
(e) None
(f) None
(g) None
(h) None
(i) None
(j) None
ITEM 5. INTERESTS IN SECURITIES OF THE COMPANY.
---------------------------------------
(a) After giving effect to the Sales, the Reporting Person
beneficially owns 573,630 shares of Common Stock, representing 1.1% of the
total shares of Common Stock based upon the total number shares of Common
Stock outstanding reported in the Company's Form 10-Q filed on November 12,
2003. Because the Reporting Persons beneficially owns less than five percent
of the total shares of Common Stock outstanding, this amendment constitutes
the final amendment to the Statement with respect to the Reporting Persons.
(b) The Reporting Persons share the power to vote or direct the vote
and to dispose or to direct the disposition of the shares of Common Stock
beneficially owned by such Reporting Person as indicated above.
(c) See Item 4(a) for information responsive to this item.
(d) Not applicable.
(e) The Reporting Persons ceased to be the beneficial owners of five
percent of the Company's Common Stock on August 23, 2002. As such,
following the date of the filing of this Amendment No. 6, the Reporting
Persons will no longer report their ownership interest in the Common Stock
of the Company unless and until the Reporting Persons would be required to
do so pursuant to Rule 13d-1(a).
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE COMPANY.
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Not applicable
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
---------------------------------
The following documents are filed as Exhibits:
Exhibit 1: Schedule of Sales
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.
February 11, 2004
THE PROCTER & GAMBLE COMPANY
By: /s/ Chris Walther
-----------------------------------
Name: Chris Walther
Title: Assistant Secretary
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.
February 11, 2004
PROCTER & GAMBLE PHARMACEUTICALS, INC.
By: /s/ Chris Walther
-----------------------------------
Name: Chris Walther
Title: Assistant Secretary
EXHIBIT 1
Schedule of Sales
Date of Sale Number of shares sold Price per Share ($) Where and How Transaction Effected
------------ --------------------- ------------------- ----------------------------------
April 16, 2002 40,000 24.12 Dealer Transaction on the NASDAQ
April, 17, 2002 3,000 24.18 Dealer Transaction on the NASDAQ
April 19, 2002 10,500 24.00 Dealer Transaction on the NASDAQ
July 31, 2002 50,000 17.56 Dealer Transaction on the NASDAQ
August 9, 2002 36,000 17.02 Dealer Transaction on the NASDAQ
August 15, 2002 61,500 17.09 Dealer Transaction on the NASDAQ
August 16, 2002 44,500 17.01 Dealer Transaction on the NASDAQ
August 22, 2002 100,000 17.36 Dealer Transaction on the NASDAQ
August 23, 2002 58,500 17.00 Dealer Transaction on the NASDAQ
October 3, 2002 3,650 15.03 Dealer Transaction on the NASDAQ
December 10, 2002 40,000 20.42 Dealer Transaction on the NASDAQ
June 4, 2003 183,300 14.52 Dealer Transaction on the NASDAQ
June 5, 2003 275,500 15.10 Dealer Transaction on the NASDAQ
June 6, 2003 243,550 15.94 Dealer Transaction on the NASDAQ
June 9, 2003 571,667 16.11 Dealer Transaction on the NASDAQ
June 10, 2003 367,208 16.26 Dealer Transaction on the NASDAQ