SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
BIOMARIN PHARMACEUTICAL INC

(Last) (First) (Middle)
105 DIGITAL DRIVE

(Street)
NOVATO CA 94949

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/05/2012
3. Issuer Name and Ticker or Trading Symbol
CATALYST PHARMACEUTICAL PARTNERS, INC. [ CPRX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Promissory Note and Note Purchase Agreement 12/08/2012(1) 12/08/2012 Common Stock 6,666,667 0.75(2) D
Explanation of Responses:
1. The Convertible Note will be automatically converted into shares of Common Stock on December 8, 2012 (the "Conversion Date"), which is the 30th day after announcement by Catalyst Pharmaceutical Partners, Inc. (the "Issuer") of top-line data from the Issuer's Phase II(b) clinical trial evaluating the use of CPP-109 (the Issuer's formulation of vigabatrin, a GABA aminotransferase inhibitor) for the treatment of cocaine addiction.
2. The number of shares issuable upon conversion of the Convertible Note is calculated by dividing the aggregate principal amount of the note, $5,000,000 by the "Conversion Price" in effect on the Conversion Date. The Conversion Price is the dollar weighted average price of the Common Stock for the 15 business day period prior to the Conversion Date, multiplied by 0.9; provided, however, that the Conversion price shall not be less than $0.75 per share or more than $2.50 per share. Accordingly, the number of shares beneficially owned by BioMarin Pharmaceutical Inc. may fluctuate from time to time based on the underlying trading price and volume of the Issuer's Common Stock. The number of shares reflected in the table were calculated based on the Conversion Price of $0.75 in effect at the close of trading on November 9, 2012.
BioMarin Pharmaceutical Inc., By: /s/ G. Eric Davis, Name: G. Eric Davis, Title: Senior Vice President, General Counsel and Secretary 11/12/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** 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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