Item 1 of the Schedule 13D is hereby amended and restated in its entirety as follows:
This Amendment No. 4 to the statement on Schedule 13D (this “Amendment No. 4”) amends and supplements the statement on Schedule 13D filed on June 14, 2004 (the “Original 13D”), as amended by Amendment No. 1 to the statement on Schedule 13D filed on November 19, 2004 (“Amendment No. 1”), as amended by Amendment No. 2 to the statement on Schedule 13D filed on November 6, 2009 (“Amendment No. 2”), as amended by Amendment No. 3 to the statement on Schedule 13D filed on January 10, 2012 (“Amendment No. 3”, and,
together with the Original 13D, Amendment No. 1 and Amendment No. 2, the “Schedule 13D”), and relates to the Common Stock, $.001 par value (the “Common Stock”) of Inhibitex, Inc. (the “Issuer”) having its principal executive office at 9005 Westside Parkway, Alpharetta, Georgia 30009.
Capitalized terms used but not otherwise defined in this Amendment No. 4 shall have the meanings ascribed to them in the Original 13D, Amendment No. 1, Amendment No. 2 and Amendment No. 3, as the case may be.
Item 2.
Identity and Background
.
Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows:
This statement is being filed by New Enterprise Associates 10, Limited Partnership (“NEA 10”); New Enterprise Associates 11, Limited Partnership (“NEA 11”); NEA Partners 10, Limited Partnership (“NEA Partners 10”), which is the sole general partner of NEA 10; NEA Partners 11, Limited Partnership (“NEA Partners 11”), which is the sole general partner of NEA 11; NEA 11 GP, LLC (the “GPLLC”), which is the sole general partner of NEA Partners 11; Michael
James Barrett (“Barrett”), Peter J. Barris (“Barris”), C. Richard Kramlich (“Kramlich”), Charles W. Newhall III (“Newhall”), Mark W. Perry (“Perry”) and Scott D. Sandell (“Sandell”) (collectively referred to herein, as appropriate, as the “General Partners,” the “Managers” or the “General Partners and Managers”). The General Partners are the individual general partners of NEA Partners 10. The Managers are the individual managers of the GPLLC. NEA 10, NEA Partners 10, NEA 11, NEA Partners 11, the GPLLC and the General Partners and Managers are sometimes referred to collectively herein as the “Reporting Persons.”
The address of the principal business office of NEA 10, NEA Partners 10, NEA 11, NEA Partners 11, the GPLLC and Newhall is New Enterprise Associates, 1954 Greenspring Drive, Suite 600, Timonium, MD 21093. The address of the principal business office of Kramlich, Perry and Sandell is New Enterprise Associates, 2855 Sand Hill Road, Menlo Park, California 94025. The address of the principal business office of Barrett and Barris is New Enterprise Associates, 5425 Wisconsin Avenue, Suite 800, Chevy Chase, MD 20815.
The principal business of NEA 10 and NEA 11 is to invest in and assist growth-oriented businesses located principally in the United States. The principal business of NEA Partners 10 and NEA Partners 11 is to act as the general partner of NEA 10 and NEA 11, respectively. The principal business of the GPLLC is to act as the general partner of NEA Partners 11. The principal business of each of the General Partners and Managers is to act as a general partner of NEA
Partners 10 and a number of affiliated partnerships with similar businesses and to act as a manager of the GPLLC.
During the five years prior to the date hereof, none of the Reporting Persons has been convicted in a criminal proceeding or has been a party to a civil proceeding ending in 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.
Each of NEA 10, NEA Partners 10, NEA 11 and NEA Partners 11 is a limited partnership organized under the laws of the State of Delaware. The GPLLC is a limited liability company organized under the laws of the State of Delaware. Each of the General Partners and the Managers is a United States citizen.
Item 3.
Source and Amount of Funds or Other Consideration
.
Not applicable.
Item 4.
Purpose of Transaction
.
Not applicable.
Item 5.
Interest in Securities of the Issuer
.
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
a)
As a result of the completion of the tender offer by Bristol-Myers Squibb Company for the Issuer’s outstanding shares, the Reporting Persons no longer have beneficial ownership of any of the Issuer’s shares.
b)
The Reporting Persons ceased to be beneficial owners of 5% or more of the Issuer’s common stock on February 10, 2012.
Item 6.
Contracts, Arrangements, Undertakings or Relationships with Respect to Securities of the Issuer
.
Not applicable.
Item 7.
Material to be Filed as Exhibits
.
Exhibit 1 – Agreement regarding filing of joint Schedule 13D
Exhibit 2 – Power of Attorney regarding Schedule 13D filings