- Initial Statement of Beneficial Ownership (3)
April 10 2012 - 5:37PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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ARTAL INTERNATIONAL SCA
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2. Date of Event Requiring Statement (MM/DD/YYYY)
3/31/2012
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3. Issuer Name
and
Ticker or Trading Symbol
LEXICON PHARMACEUTICALS, INC./DE [LXRX]
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(Last)
(First)
(Middle)
10-12 AVENUE PASTEUR
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__
X
__ Director
___
X
___ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Street)
LUXEMBOURG, N4 L-2310
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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250372135
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I
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See Footnotes
(1)
(2)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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244,818,843 of the reported shares of Issuer common stock are owned directly by Invus, L.P. and 5,553,292 of the reported shares of Issuer common stock are owned directly by Invus Public Equities, L.P. Invus Advisors, L.L.C. is the general partner of Invus, L.P., and Invus Public Equities Advisors, LLC is the general partner of Invus Public Equities, L.P. Artal International S.C.A. is the managing member of each of Invus Advisors, L.L.C. and Invus Public Equities Advisors, LLC. Artal International Management S.A. is the general partner of Artal International S.C.A., which is a wholly owned subsidiary of Artal Group S.A., which is a wholly owned subsidiary of Westend S.A., which is a wholly owned subsidiary of Stichting Administratiekantoor Westend (the "Stichting"). (Continued in Footnote 2)
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(
2)
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Mr. Pascal Minne is the sole member of the board of the Stichting. Accordingly, each of Artal International S.C.A., Artal International Management S.A., Artal Group S.A., Westend S.A., the Stichting and Mr. Minne may be deemed to be indirect beneficial owners of the reported securities. Each of Artal International S.C.A., Artal International Management S.A., Artal Group S.A., Westend S.A., the Stichting and Mr. Minne disclaims beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein.
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Remarks:
For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Artal International S.C.A., Artal International Management S.A., Artal Group S.A., Westend S.A., the Stichting and Mr. Minne may be deemed to be directors by deputization of the Issuer by virtue of Invus, L.P.'s right to designate certain members of the Issuer's board of directors pursuant to a stockholders' agreement between the Issuer and Invus, L.P.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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ARTAL INTERNATIONAL SCA
10-12 AVENUE PASTEUR
LUXEMBOURG, N4 L-2310
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X
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X
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Artal International Management S.A.
10-12 AVENUE PASTEUR
LUXEMBOURG, N4 L-2310
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X
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X
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ARTAL GROUP S A
10-12 AVENUE PASTEUR
LUXEMBOURG, N4 L-2310
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X
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X
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WESTEND SA
10-12 AVENUE PASTEUR
LUXEMBOURG, N4 L-2310
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X
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X
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Stichting Administratiekantoor Westend
DE BOELELAAN 7,
AMSTERDAM, P7 NL-1083 HJ
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X
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X
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Minne Pascal
PLACE STE. GUDULE, 19
BRUXELLES, C9 B-1000
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X
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X
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Signatures
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/s/ Anne Goffard, Managing Director for ARTAL INTERNATIONAL MANAGEMENT S.A., managing partner for ARTAL INTERNATIONAL S.C.A.
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4/10/2012
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**
Signature of Reporting Person
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Date
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/s/ Anne Goffard, Managing Director for ARTAL INTERNATIONAL MANAGEMENT S.A.
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4/10/2012
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**
Signature of Reporting Person
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Date
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/s/ Anne Goffard, Authorized Person for ARTAL GROUP S.A.
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4/10/2012
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**
Signature of Reporting Person
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Date
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/s/ Pascal Minne, Director for WESTEND S.A.
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4/10/2012
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**
Signature of Reporting Person
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Date
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/s/ Pascal Minne, Sole Member of the Board for STICHTING ADMINISTRATIEKANTOOR WESTEND
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4/10/2012
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**
Signature of Reporting Person
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Date
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/s/ Pascal Minne
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4/10/2012
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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