Filed Pursuant to
Rule 424 (b) (3) and (c)
File No. 333-54350
GILEAD SCIENCES, INC.
$250,000,000 Principal Amount
5% Convertible Subordinated Notes due December 15, 2007
and
Shares of Common Stock Issuable upon Conversion of the Notes
This prospectus supplement should be read in conjunction with the prospectus dated February 9, 2001, which is to be delivered with this prospectus supplement.
SEE RISK FACTORS BEGINNING ON PAGE 6 OF THE PROSPECTUS TO READ ABOUT FACTORS YOU SHOULD CONSIDER BEFORE BUYING THE NOTES OR OUR COMMON STOCK.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.
The table and related notes, and the paragraph immediately following the table and related notes, appearing in the prospectus under the heading Selling Securityholders is superseded by the following table and related notes, and the following paragraph immediately following the table and related notes:
Name |
|
Principal Amount of Notes Beneficially Owned and Offered(1) |
|
Common Stock Beneficially Owned(1)(2) |
|
Common Stock Offered(1)(2) |
|
Principal Amount of Notes Owned After Completion of Offering |
|
Common Stock Owned After Completion of Offering |
|
1976 Distribution Trust FBO A.R. Lander / Zinterhofer |
|
14,000 |
|
569 |
|
569 |
|
0 |
|
0 |
|
1976 Distribution Trust FBO Jane A. Lander |
|
14,000 |
|
569 |
|
569 |
|
0 |
|
0 |
|
Alexandra Global Investment Fund 1, Ltd. |
|
2,500,000 |
|
101,781 |
|
101,781 |
|
0 |
|
0 |
|
American Motorist Insurance Company |
|
489,000 |
|
19,908 |
|
19,908 |
|
0 |
|
0 |
|
Arapahoe County Colorado |
|
48,000 |
|
1,954 |
|
1,954 |
|
0 |
|
0 |
|
Bankgesellschaft Berlin AG |
|
4,500,000 |
|
183,206 |
|
183,206 |
|
0 |
|
0 |
|
British Virgin Islands Social Security Board |
|
36,000 |
|
1,465 |
|
1,465 |
|
0 |
|
0 |
|
Brown & Williamson Tobacco Retirement Trust |
|
25,000 |
|
1,017 |
|
1,017 |
|
0 |
|
0 |
|
Century National Insurance Company |
|
500,000 |
|
20,356 |
|
20,356 |
|
0 |
|
0 |
|
City of New Orleans |
|
201,000 |
|
8,183 |
|
8,183 |
|
0 |
|
0 |
|
Credit Suisse First Boston Corporation |
|
100,000 |
|
4,071 |
|
4,071 |
|
0 |
|
0 |
|
Deutsche Banc Alex Brown Inc |
|
4,775,000 |
|
194,402 |
|
194,402 |
|
0 |
|
0 |
|
Employee Benefit Convertible Securities Fund (Custodian DTC #955 Bank of America Personal Trust) |
|
75,000 |
|
3,053 |
|
3,053 |
|
0 |
|
0 |
|
Fidelity Financial Trust: Fidelity Convertible Securities Fund |
|
1,500,000 |
|
61,068 |
|
61,068 |
|
0 |
|
0 |
|
First Union Securities Inc. |
|
825,000 |
|
33,587 |
|
33,587 |
|
0 |
|
0 |
|
Forest Alternative Strategies Fund II L.P. ASM |
|
25,000 |
|
1,017 |
|
1,017 |
|
0 |
|
0 |
|
Forest Global Convertible Fund A-5 |
|
1,755,000 |
|
71,450 |
|
71,450 |
|
0 |
|
0 |
|
Highbridge International LLC |
|
6,852,000 |
|
278,961 |
|
278,961 |
|
0 |
|
0 |
|
KBC Financial Products USA |
|
2,500,000 |
|
101,781 |
|
101,781 |
|
0 |
|
0 |
|
Lehman Brothers Inc. |
|
7,225,000 |
|
294,147 |
|
294,147 |
|
0 |
|
0 |
|
Lipper Convertibles L.P. |
|
1,000,000 |
|
40,712 |
|
40,712 |
|
0 |
|
0 |
|
LLT Limited |
|
100,000 |
|
4,071 |
|
4,071 |
|
0 |
|
0 |
|
Local Initiatives Support Corporation |
|
46,000 |
|
1,872 |
|
1,872 |
|
0 |
|
0 |
|
Merrill Lynch Insurance Group |
|
246,000 |
|
10,015 |
|
10,015 |
|
0 |
|
0 |
|
Nabisco Holdings |
|
29,000 |
|
1,180 |
|
1,180 |
|
0 |
|
0 |
|
New Orleans Firefighters Pension / Relief Fund |
|
106,000 |
|
4,315 |
|
4,315 |
|
0 |
|
0 |
|
New York Life Insurance and Annuity Corporation |
|
1,000,000 |
|
40,712 |
|
40,712 |
|
0 |
|
0 |
|
New York Life Insurance Company |
|
9,000,000 |
|
366,412 |
|
366,412 |
|
0 |
|
0 |
|
Occidental Petroleum Corporation |
|
194,000 |
|
7,898 |
|
7,898 |
|
0 |
|
0 |
|
Pacific Life Insurance Company |
|
1,000,000 |
|
40,712 |
|
40,712 |
|
0 |
|
0 |
|
Pro-Mutual |
|
685,000 |
|
27,888 |
|
27,888 |
|
0 |
|
0 |
|
Raytheon Master Pension Trust |
|
529,000 |
|
21,536 |
|
21,536 |
|
0 |
|
0 |
|
RBC Capital Services, Inc. c/o Forest Investment Mngt., L.L.C. |
|
20,000 |
|
814 |
|
814 |
|
0 |
|
0 |
|
RJR Reynolds |
|
92,000 |
|
3,745 |
|
3,745 |
|
0 |
|
0 |
|
Robertson Stephens |
|
6,000,000 |
|
244,274 |
|
244,274 |
|
0 |
|
0 |
|
San Diego County Employees Retirement Association |
|
450,000 |
|
18,320 |
|
18,320 |
|
0 |
|
0 |
|
SG Cowen Securities Corporation |
|
2,000,000 |
|
81,424 |
|
81,424 |
|
0 |
|
0 |
|
Shell Pension Trust |
|
428,000 |
|
17,424 |
|
17,424 |
|
0 |
|
0 |
|
Smithfield Trust Company |
|
10,000 |
|
407 |
|
407 |
|
0 |
|
0 |
|
State of Maryland Retirement System |
|
2,509,000 |
|
83,826 |
|
83,826 |
|
0 |
|
0 |
|
The City University of New York |
|
119,000 |
|
4,844 |
|
4,844 |
|
0 |
|
0 |
|
The Grable Foundation |
|
91,000 |
|
3,704 |
|
3,704 |
|
0 |
|
0 |
|
Name |
|
Principal Amount of Notes Beneficially Owned and Offered(1) |
|
Common Stock Beneficially Owned(1)(2) |
|
Common Stock Offered(1)(2) |
|
Principal Amount of Notes Owned After Completion of Offering |
|
Common Stock Owned After Completion of Offering |
|
The Grady Hospital Foundation |
|
103,000 |
|
4,193 |
|
4,193 |
|
0 |
|
0 |
|
Tribeca Investment LLC |
|
8,000,000 |
|
325,699 |
|
325,699 |
|
0 |
|
0 |
|
Zurich Master Hedge Fund c/o Forest Investment Mngt., L.L.C. |
|
100,000 |
|
4,071 |
|
4,071 |
|
0 |
|
0 |
|
(1) Amounts indicated may be in excess of the total amount registered due to sales or transfers exempt from the registration requirements of the Securities Act since the date upon which the selling holders provided to us the information regarding their notes and common stock.
(2) Unless otherwise noted, represents shares of common stock issuable upon conversion of notes. Gileads Board of Directors declared a two-for-one split of the outstanding shares of the companys common stock for all holders of record as of the close of business on February 2, 2001 and again on February 14, 2002. Each split was effected in the form of a stock dividend that resulted in a reduction by one-half of the conversion price per share and an increase in the number of shares of common stock issuable upon conversion of the notes on the effective date of each split. As of February 3, 2001, the notes became convertible at a conversion price of $49.125 per share and as of February 15, 2002, the notes became convertible at a conversion price of $24.5625 per share. All stock numbers in this supplement have been adjusted to give effect to each of these two-for-one stock splits.
With the exception of Lehman Brothers Inc., none of the selling holders nor any of their affiliates, officers, directors or principal equity holders has held any position or office or has had any material relationship with us within the past three years. Lehman Brothers Inc. was an initial purchaser of the notes. The selling holders purchased the notes in private transactions on or after December 13, 2000.
The date of this prospectus supplement is May 8, 2002.