SEC Filing | Amicus Therapeutics

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CHL Medical Partners II, L.P.

(Last)

(First)

(Middle)

C/O GREGORY M. WEINHOFF

1055 WASHINGTON BLVD.

(Street)

STAMFORD

06901

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMICUS THERAPEUTICS INC [ FOLD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2007

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/05/2007		C		1,850,540	A	⁽¹⁾	1,975,456	D
Common Stock	06/05/2007		C		124,683	A	⁽¹⁾	2,108,554	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			83,278	04/15/2002	⁽¹⁾	Common Stock	83,278⁽¹⁾	$0	0	D
Series A Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			5,611	04/15/2002	⁽¹⁾	Common Stock	5,611⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾
Series B Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			734,803	05/04/2004	⁽¹⁾	Common Stock	734,803⁽¹⁾	$0	0	D
Series B Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			49,509	05/04/2004	⁽¹⁾	Common Stock	49,509⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾
Series B Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			11,182	04/18/2006	⁽¹⁾	Common Stock	11,182⁽¹⁾	$0	0	D
Series B Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			753	04/18/2006	⁽¹⁾	Common Stock	753⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽¹⁾
Series C Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			247,850	08/16/2005	⁽¹⁾	Common Stock	247,850⁽¹⁾	$0	0	D
Series C Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			16,669	08/16/2005	⁽¹⁾	Common Stock	16,699⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾
Series C Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			247,850	04/17/2006	⁽¹⁾	Common Stock	247,850⁽¹⁾	$0	0	D
Series C Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			16,669	04/17/2006	⁽¹⁾	Common Stock	16,699⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾
Series D Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			96,233	09/13/2006	⁽¹⁾	Common Stock	96,233⁽¹⁾	$0	0	D
Series D Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			6,484	09/13/2006	⁽¹⁾	Common Stock	6,484⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾
Series D Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			96,233	03/09/2007	⁽¹⁾	Common Stock	96,233⁽¹⁾	$0	0	D
Series D Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			6,484	03/09/2007	⁽¹⁾	Common Stock	6,484⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾
Series A Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			333,111	07/15/2002	⁽¹⁾	Common Stock	333,111⁽¹⁾	$0	0	D
Series A Convertible Preferred Stock	⁽¹⁾	06/05/2007		C			22,444	07/15/2002	⁽¹⁾	Common Stock	22,444⁽¹⁾	$0	0	I	By CHL Medical Partners II Side Fund, L.P.⁽²⁾

Explanation of Responses:

1. Each of the Series A Convertible Preferred Stock, the Series B Convertible Preferred Stock, the Series C Convertible Preferred Stock and the Series D Convertible Preferred Stock automatically converted into Amicus Therapeutics, Inc. common stock on an one-for one basis upon the closing of Amicus Therapeutics, Inc.'s initial public offering on June 5, 2007.

2. These shares are owned by CHL Medical Partners II Side Fund, L.P., which is under common control with CHL Medical Partners II, L.P. Collinson, Howe & Lennox II, LLC serves as the sole general partner of CHL Medical Partners II Side Fund, L.P. and CHL Medical Partners II, L.P. and is the indirect beneficial owner of these shares. CHL Medical Partners II, L.P. disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of section 16 or for any other purpose.

	CHL Medical Partners II, L.P., By: Collinson, Howe & Lennox II, LLC, its General Partner, By: /s/ Gregory M. Weinhoff	06/06/2007
	** 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 4 (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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