SEC Info - Third Point LLC, et al. - ‘SC 13D/A’ on 1/5/09 re: Biota Pharmaceuticals, Inc.

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Third Point LLC, et al. – ‘SC 13D/A’ on 1/5/09 re: Biota Pharmaceuticals, Inc.

On: Monday, 1/5/09, at 5:41pm ET · As of: 1/6/09 · Accession #: 899140-9-25 · File #: 5-31596

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 1/06/09  Third Point LLC                   SC 13D/A    1/05/09    3:36K  Biota Pharmaceuticals, Inc.       Willkie Fa… Gallagher/FA
          Daniel S. Loeb
          Jason Aryeh
          Third Point Advisors II L.L.C.
          Third Point Offshore Fund, Ltd.
          Third Point Offshore Master Fund, L.P.

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    12th Amendment                                        14     57K 
 2: EX-99.2     Joint Filing Agreement                                 2      9K 
 3: EX-99.3     POA                                                    3     11K

SC 13D/A — 12th Amendment
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Identity and Background Interest in Securities of the Issuer Material to be Filed as Exhibits Schedule 13D Source and Amount of Funds or Other Consideration
1	1st Page - Filing Submission
"	Schedule 13D
8	Item 2. Identity and Background
9	Item 3. Source and Amount of Funds or Other Consideration
10	Item 5. Interest in Securities of the Issuer
11	Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
12	Item 7. Material to be Filed as Exhibits

SC 13D/A 1st Page of 14 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Amendment No. 12)

Under the Securities Exchange Act of 1934*

 Nabi Biopharmaceuticals
--------------------------------------------------------------------------------
(Name of Issuer)

 Common Stock, par value $0.10 per share
--------------------------------------------------------------------------------
(Title of Class of Securities)

 629519109
--------------------------------------------------------------------------------
 (CUSIP Number of Class of Securities)

Daniel S. Loeb
 Third Point LLC
 390 Park Avenue
New York, NY 10022
(212) 224-7400
--------------------------------------------------------------------------------
 (Name, Address and Telephone Number of Person
 Authorized to Receive Notices and Communications)

Copies to:
 Michael A. Schwartz, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
 New York, NY 10019-6099
(212) 728-8000

 January 1, 2009
--------------------------------------------------------------------------------
 (Date of Event which Requires
Filing of this Schedule)

If the filing person has previously filed a statement on Schedule 13G to report 
the acquisition which is the subject of this Schedule 13D, and is filing this   
schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box: [ ]                                                              

NOTE: Schedules filed in paper format shall include a signed original and five  
copies of the schedule, including all exhibits. See Rule 240.13d-7 for other    
parties to whom copies are to be sent.                                          

* The remainder of this cover page shall be filled out for a reporting person's 
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter           
disclosures provided in a prior cover page.                                     

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of   
1934 ("Act") or otherwise subject to the liabilities of that section of the Act 
but shall be subject to all other provisions of the Act (however, see the       
Notes).                                                                         

SC 13D/A 2nd Page of 14 TOC 1st Previous Next ↓Bottom Just 2nd
SCHEDULE 13D

-----------------------------                        ---------------------------
CUSIP No. 629519109                                  Page 2 of 16 Pages         
-----------------------------                        ---------------------------

----------- --------------------------------------------------------------------
1       NAME OF REPORTING PERSON                                        

Third Point LLC                                         
----------- --------------------------------------------------------------------
2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a) [ ]  
                                                             (b) [X]
----------- --------------------------------------------------------------------
3       SEC USE ONLY                                                    

----------- --------------------------------------------------------------------
4       SOURCE OF FUNDS*                                                

AF                                                      
----------- --------------------------------------------------------------------
   5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)     [ ]                              
----------- --------------------------------------------------------------------
6       CITIZENSHIP OR PLACE OF ORGANIZATION                            

Delaware                                                
--------------------- --------- ------------------------------------------------
7      SOLE VOTING POWER      

0               
                      --------- ------------------------------------------------
8      SHARED VOTING POWER    
NUMBER OF SHARES                                                                
BENEFICIALLY OWNED              6,890,000                                       
BY EACH REPORTING     --------- ------------------------------------------------
PERSON WITH              9      SOLE DISPOSITIVE POWER                          

0               
                      --------- ------------------------------------------------
 10     SHARED DISPOSITIVE POWER

6,890,000       
----------- --------------------------------------------------------------------
11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON              

6,890,000                                               
----------- --------------------------------------------------------------------
12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN  
SHARES* [ ]                                             
----------- --------------------------------------------------------------------
13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)              

13.3%                                                   
----------- --------------------------------------------------------------------
14      TYPE OF REPORTING PERSON*                                       

OO                                                      
----------- --------------------------------------------------------------------

SC 13D/A 3rd Page of 14 TOC 1st Previous Next ↓Bottom Just 3rd
SCHEDULE 13D

-----------------------------                        ---------------------------
CUSIP No. 629519109                                  Page 3 of 16 Pages         
-----------------------------                        ---------------------------

----------- --------------------------------------------------------------------
1       NAME OF REPORTING PERSON                                        

Third Point Offshore Fund, Ltd.                         
----------- --------------------------------------------------------------------
2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a) [ ]  
                                                             (b) [X]
----------- --------------------------------------------------------------------
3       SEC USE ONLY                                                    

----------- --------------------------------------------------------------------
4       SOURCE OF FUNDS*                                                

AF                                                      
----------- --------------------------------------------------------------------
   5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)     [ ]                              
----------- --------------------------------------------------------------------
6       CITIZENSHIP OR PLACE OF ORGANIZATION                            

Cayman Islands                                          
--------------------- --------- ------------------------------------------------
7      SOLE VOTING POWER      

0               
                      --------- ------------------------------------------------
8      SHARED VOTING POWER    
NUMBER OF SHARES                                                                
BENEFICIALLY OWNED              0                                               
BY EACH REPORTING     --------- ------------------------------------------------
PERSON WITH              9      SOLE DISPOSITIVE POWER                          

0               
                      --------- ------------------------------------------------
 10     SHARED DISPOSITIVE POWER

0               
----------- --------------------------------------------------------------------
11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON              

0                                                       
----------- --------------------------------------------------------------------
12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN  
SHARES* [ ]                                             
----------- --------------------------------------------------------------------
13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)              

0.0%                                                    
----------- --------------------------------------------------------------------
14      TYPE OF REPORTING PERSON*                                       

OO                                                      
----------- --------------------------------------------------------------------

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SCHEDULE 13D

-----------------------------                        ---------------------------
CUSIP No. 629519109                                  Page 4 of 16 Pages         
-----------------------------                        ---------------------------

----------- --------------------------------------------------------------------
1       NAME OF REPORTING PERSON                                        

Third Point Offshore Master Fund, L.P.                  
----------- --------------------------------------------------------------------
2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a) [ ]  
                                                             (b) [X]
----------- --------------------------------------------------------------------
3       SEC USE ONLY                                                    

----------- --------------------------------------------------------------------
4       SOURCE OF FUNDS*                                                

AF                                                      
----------- --------------------------------------------------------------------
   5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)     [ ]                              
----------- --------------------------------------------------------------------
6       CITIZENSHIP OR PLACE OF ORGANIZATION                            

Cayman Islands                                          
--------------------- --------- ------------------------------------------------
7      SOLE VOTING POWER      

0               
                      --------- ------------------------------------------------
8      SHARED VOTING POWER    
NUMBER OF SHARES                                                                
BENEFICIALLY OWNED              4,428,500                                       
BY EACH REPORTING     --------- ------------------------------------------------
PERSON WITH              9      SOLE DISPOSITIVE POWER                          

0               
                      --------- ------------------------------------------------
 10     SHARED DISPOSITIVE POWER

4,428,500       
----------- --------------------------------------------------------------------
11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON              

4,428,500                                               
----------- --------------------------------------------------------------------
12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN  
SHARES* [ ]                                             
----------- --------------------------------------------------------------------
13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)              

8.5%                                                    
----------- --------------------------------------------------------------------
14      TYPE OF REPORTING PERSON*                                       

PN                                                      
----------- --------------------------------------------------------------------

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SCHEDULE 13D

-----------------------------                        ---------------------------
CUSIP No. 629519109                                  Page 5 of 16 Pages         
-----------------------------                        ---------------------------

----------- --------------------------------------------------------------------
1       NAME OF REPORTING PERSON                                        

Third Point Advisors II LLC                             
----------- --------------------------------------------------------------------
2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a) [ ]  
                                                             (b) [X]
----------- --------------------------------------------------------------------
3       SEC USE ONLY                                                    

----------- --------------------------------------------------------------------
4       SOURCE OF FUNDS*                                                

AF                                                      
----------- --------------------------------------------------------------------
   5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)     [ ]                              
----------- --------------------------------------------------------------------
6       CITIZENSHIP OR PLACE OF ORGANIZATION                            

Delaware                                                
--------------------- --------- ------------------------------------------------
7      SOLE VOTING POWER      

0               
                      --------- ------------------------------------------------
8      SHARED VOTING POWER    
NUMBER OF SHARES                                                                
BENEFICIALLY OWNED              4,428,500                                       
BY EACH REPORTING     --------- ------------------------------------------------
PERSON WITH              9      SOLE DISPOSITIVE POWER                          

0               
                      --------- ------------------------------------------------
 10     SHARED DISPOSITIVE POWER

4,428,500       
----------- --------------------------------------------------------------------
11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON              

4,428,500                                               
----------- --------------------------------------------------------------------
12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN  
SHARES* [ ]                                             
----------- --------------------------------------------------------------------
13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)              

8.5%                                                    
----------- --------------------------------------------------------------------
14      TYPE OF REPORTING PERSON*                                       

OO                                                      
----------- --------------------------------------------------------------------

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SCHEDULE 13D

-----------------------------                        ---------------------------
CUSIP No. 629519109                                  Page 6 of 16 Pages         
-----------------------------                        ---------------------------

----------- --------------------------------------------------------------------
1       NAME OF REPORTING PERSON                                        

Daniel S. Loeb                                          
----------- --------------------------------------------------------------------
2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a) [ ]  
                                                             (b) [X]
----------- --------------------------------------------------------------------
3       SEC USE ONLY                                                    

----------- --------------------------------------------------------------------
4       SOURCE OF FUNDS*                                                

AF                                                      
----------- --------------------------------------------------------------------
   5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)     [ ]                              
----------- --------------------------------------------------------------------
6       CITIZENSHIP OR PLACE OF ORGANIZATION                            

United States                                           
--------------------- --------- ------------------------------------------------
7      SOLE VOTING POWER      

0               
                      --------- ------------------------------------------------
8      SHARED VOTING POWER    
NUMBER OF SHARES                                                                
BENEFICIALLY OWNED              6,890,000                                       
BY EACH REPORTING     --------- ------------------------------------------------
PERSON WITH              9      SOLE DISPOSITIVE POWER                          

0               
                      --------- ------------------------------------------------
 10     SHARED DISPOSITIVE POWER

6,890,000       
----------- --------------------------------------------------------------------
11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON              

6,890,000                                               
----------- --------------------------------------------------------------------
12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN  
SHARES* [ ]                                             
----------- --------------------------------------------------------------------
13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)              

13.3%                                                   
----------- --------------------------------------------------------------------
14      TYPE OF REPORTING PERSON*                                       

IN                                                      
----------- --------------------------------------------------------------------

SC 13D/A 7th Page of 14 TOC 1st Previous Next ↓Bottom Just 7th
SCHEDULE 13D

-----------------------------                        ---------------------------
CUSIP No. 629519109                                  Page 7 of 16 Pages         
-----------------------------                        ---------------------------

----------- --------------------------------------------------------------------
1       NAME OF REPORTING PERSON                                        

Jason Aryeh                                             
----------- --------------------------------------------------------------------
2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP       (a) [ ]  
                                                             (b) [X]
----------- --------------------------------------------------------------------
3       SEC USE ONLY                                                    

----------- --------------------------------------------------------------------
4       SOURCE OF FUNDS*                                                

AF                                                      
----------- --------------------------------------------------------------------
   5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)     [ ]                              
----------- --------------------------------------------------------------------
6       CITIZENSHIP OR PLACE OF ORGANIZATION                            

United States                                           
--------------------- --------- ------------------------------------------------
7      SOLE VOTING POWER      

0               
                      --------- ------------------------------------------------
8      SHARED VOTING POWER    
NUMBER OF SHARES                                                                
BENEFICIALLY OWNED              1,285,650                                       
BY EACH REPORTING     --------- ------------------------------------------------
PERSON WITH              9      SOLE DISPOSITIVE POWER                          

0               
                      --------- ------------------------------------------------
 10     SHARED DISPOSITIVE POWER

1,285,650       
----------- --------------------------------------------------------------------
11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON              

1,285,650                                               
----------- --------------------------------------------------------------------
12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN  
SHARES* [ ]                                             
----------- --------------------------------------------------------------------
13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)              

2.5%                                                    
----------- --------------------------------------------------------------------
14      TYPE OF REPORTING PERSON*                                       

IN                                                      
----------- --------------------------------------------------------------------

SC 13D/A 8th Page of 14 TOC 1st Previous Next ↓Bottom Just 8th
     This Amendment No. 12 (this "Amendment No. 12") is being filed with respect
to the common stock, par value $0.10 per share (the "Common Stock"), of Nabi    
Biopharmaceuticals, a Delaware corporation (the "Company"), to amend the        
Schedule 13D filed on April 17, 2006 (as amended by Amendment No. 1 thereto     
filed on April 27, 2006, Amendment No. 2 thereto filed on June 15, 2006,        
Amendment No. 3 thereto filed on August 16, 2006, Amendment No. 4 thereto filed 
on September 5, 2006, Amendment No. 5 thereto filed on September 14, 2006,      
Amendment No. 6 thereto filed on September 26, 2006, Amendment No. 7 thereto    
filed on October 4, 2006, Amendment No. 8 thereto filed on October 16, 2006,    
Amendment No. 9 thereto filed on October 30, 2006, Amendment No. 10 thereto     
filed on November 13, 2006, Amendment No. 11 thereto filed on May 11, 2007 and  
this Amendment No. 12, the "Schedule 13D"). This Amendment No. 12 is being filed
on behalf of Third Point LLC, a Delaware limited liability company (the         
"Management Company"), Third Point Offshore Fund, Ltd., a Cayman Islands limited
liability exempted company (the "Offshore Fund"), Daniel S. Loeb, an individual 
("Mr. Loeb"), Third Point Offshore Master Fund, L.P., a Cayman Islands exempted 
limited partnership (the "Offshore Master Fund"), and Third Point Advisors II   
L.L.C., a Delaware limited liability company ("Advisors II" and together with   
the Management Company, Mr. Loeb, the Offshore Fund, the Offshore Master Fund   
and Advisors II, the "Third Point Reporting Persons"), and Jason Aryeh, an      
individual ("Mr. Aryeh" and, together with the Third Point Reporting Persons,   
the "Reporting Persons").                                                       

     As of January 1, 2009, the Offshore Fund, one of the existing joint
filers of the Schedule 13D, has transferred all of its assets (including its    
interest in the Common Stock) to the Offshore Master Fund. This Amendment No. 12
is being filed to disclose that the Offshore Fund no longer beneficially owns   
any Common Stock and to include the Offshore Master Fund and Advisors II as     
joint filers of the Schedule 13D. The Offshore Master Fund and Advisors II may  
be deemed to have beneficial ownership of more than 5% of the Common Stock by   
virtue of the Offshore Master Fund's acquisition of the Common Stock. Advisors  
II is the general partner of the Offshore Master Fund and as such may be deemed 
to have beneficial ownership over the Common Stock owned by the Offshore Master 
Fund. The Management Company is the investment manager or adviser to a variety  
of funds and managed accounts (such funds and accounts, including the Offshore  
Master Fund, the "Funds"). The Funds directly own the Common Stock to which this
Schedule 13D relates, and Mr. Loeb and the Management Company may be deemed to  
have beneficial ownership over such Common Stock by virtue of the authority     
granted to them by the Funds to vote and to dispose of the securities held by   
the Funds, including the Common Stock. Mr. Aryeh may be deemed to have          
beneficial ownership of (i) shares that may be acquired upon exercise of options
held directly by him and (ii) the shares of Common Stock directly owned (or     
acquirable upon the exercise of options to purchase Common Stock) by JALAA      
Equities, LP ("JALAA"), JLV Investments, LP, the Jason Aryeh Trust, the Jason   
Aryeh 2003 Family Trust, the Jason Aryeh IRA, and Ann Schroeder (collectively,  
the "Aryeh Entities") by virtue of his ability to vote and/or to dispose of the 
securities held by the Aryeh Entities, including the Common Stock.              

Item 2.     Identity and Background.                                            

 Item 2(a) of the Schedule 13D is hereby amended by adding the following
thereto:                                                                        

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Third Point Offshore Master Fund, L.P. (the "Offshore Master Fund") is
organized as an exempted limited partnership under the laws of the Cayman       
Islands. Third Point Advisors II L.L.C. ("Advisors II") is organized as a       
limited liability company under the laws of the State of Delaware.              

 Item 2(b) of the Schedule 13D is hereby amended by adding the following
thereto:                                                                        

    The address of the principal business and principal office of the Offshore
Master Fund is c/o Walkers SPV Limited, Walker House, 87 Mary Street, George    
Town, Grand Cayman KY1-9002, Cayman Islands, British West Indies. The address of
the principal business and principal office of Advisors II is 390 Park Avenue,  
New York, New York, 10022.                                                      

 Item 2(c) of the Schedule 13D is hereby amended by adding the following
thereto:                                                                        

   The principal business of the Offshore Master Fund is to invest and trade
in securities. The principal business of Advisors II is to serve as the general 
partner of the Offshore Master Fund.                                            

 Item 2(d) of the Schedule 13D is hereby amended by adding the following
thereto:                                                                        

    Neither the Offshore Master Fund nor, to the best of its knowledge, any of
its directors, executive officers or general partner has, during the last five  
years, been convicted in a criminal proceeding (excluding traffic violations or 
similar misdemeanors). Neither Advisors II nor, to the best of its knowledge,   
any of its directors, executive officers or members has, during the last five   
years, been convicted in a criminal proceeding (excluding traffic violations or 
similar misdemeanors).                                                          

 Item 2(e) of the Schedule 13D is hereby amended by adding the following
thereto:                                                                        

    Neither the Offshore Master Fund nor, to the best of its knowledge, any of
its directors, executive officers or general partner has, during the last five  
years, been a party to a civil proceeding of a judicial or administrative body  
of competent jurisdiction and as a result of such proceeding was or is subject  
to 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. Neither Advisors II nor, to 
the best of its knowledge, any of its directors, executive officers or members  
has, during the last five years, been a party to a civil proceeding of a        
judicial or administrative body of competent jurisdiction and as a result of    
such proceeding was or is subject to 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.    

Item 3.    Source and Amount of Funds or Other Consideration.                   

Item 3 of the Schedule 13D is hereby amended by adding the following: 

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     The Offshore Master Fund acquired all of the assets of the Offshore
Fund including the Common Stock beneficially owned by the Offshore Fund in      
exchange for issuing its entire limited partnership interest to the Offshore    
Fund.                                                                           

Item 5.    Interest in Securities of the Issuer.                                

  Item 5(a) of the Schedule 13D is hereby amended and restated as follows:

  As of the date of this Schedule 13D, the Management Company and Mr. Loeb
beneficially own 6,890,000 shares of Common Stock (the "Third Point Shares").   
The Third Point Shares represent 13.3% of the Common Stock, based upon the      
51,940,659 shares of Common Stock outstanding as of October 31, 2008, as        
reported in the Company's Quarterly Report on Form 10-Q for the quarterly period
ended September 27, 2008 (the "Reported Share Number"). Except as stated        
otherwise, the percentages used herein and in the rest of this Schedule 13D are 
calculated based upon the Reported Share Number.                                

As of the date of this Schedule 13D, the Offshore Fund does not       
beneficially own any Common Stock, the Offshore Master Fund directly            
beneficially owns 4,428,500 shares of Common Stock (transferred to it by the    
Offshore Fund), representing 8.5% of the outstanding shares of Common Stock and 
Advisors II, as general partner of the Offshore Master Fund, beneficially owns  
4,428,500 shares of Common Stock, representing 8.5% of the outstanding shares of
Common Stock. None of the other individual Funds beneficially owns a number of  
shares of Common Stock representing more than 5% of the outstanding shares of   
Common Stock.                                                                   

As of the date hereof, Mr. Aryeh beneficially owns 1,285,650 shares of
Common Stock, consisting of 1,232,650 shares of Common Stock currently          
beneficially owned by Mr. Aryeh (the "Aryeh Shares") and 53,000 shares of Common
Stock acquirable within 60 days of this Schedule 13D upon exercise of options   
granted by the Company to and currently held by Mr. Aryeh in connection with his
service as a member of the board of directors of the Company (the "Aryeh        
Options"). The Aryeh Shares and Aryeh Options together represent 2.5% of the    
outstanding Common Stock, based upon (i) the Reported Share Number and (ii) the 
53,000 shares of Common Stock issuable upon the exercise of the Aryeh Options.  

  Item 5(b) of the Schedule 13D is hereby amended and restated as follows:

     The Management Company and Mr. Loeb share voting and dispositive power over
the 6,890,000 shares of Common Stock held directly by the Funds. The Management 
Company, Mr. Loeb, the Offshore Master Fund and Advisors II share voting power  
and dispositive power over the 4,428,500 shares of Common Stock held directly by
the Offshore Master Fund. Mr. Aryeh and the Aryeh Entities share voting power   
and dispositive power over the 1,285,650 shares of Common Stock beneficially    
owned by Mr. Aryeh.                                                             

 Item 5(c) of the Schedule 13D is hereby amended by adding the following
thereto:                                                                        

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On January 1, 2009, the Offshore Fund transferred all of its assets   
(including all its interest in the shares of Common Stock) to the Offshore      
Master Fund in exchange for the entire limited partnership interest of the      
Offshore Master Fund.                                                           

Except as set forth herein, during the past 60 days, there were no    
transactions in the Common Stock effected by any of the Reporting Persons, nor, 
in the case of the Management Company, the Offshore Fund and JALAA, to the best 
of their knowledge, any of their directors, executive officers, general partners
or members, as applicable. Except as described herein, there were no            
transactions effected by the Offshore Master Fund or Advisors II.               

  Item 5(d) of the Schedule 13D is hereby amended and restated as follows:

     Other than the Funds which directly hold the Third Point Shares, and except
as set forth in this Item 5, no person is known to have the right to receive or 
the power to direct the receipt of dividends from, or the proceeds from the sale
of, the Third Point Shares. Other than the Aryeh Entities which directly hold   
the Aryeh Shares, and except as set forth in this Item 5, no person is known to 
have the right to receive or the power to direct the receipt of dividends from, 
or the proceeds from the sale of, the Aryeh Shares.                             

  Item 5(e) of the Schedule 13D is hereby amended and restated as follows:

   The Offshore Fund has ceased to be the beneficial owner of more than five
percent of the Common Stock.                                                    

Item 6.    Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.                              

Item 6 of the Schedule 13D is hereby amended by adding the following  
thereto:                                                                        

     In connection with his service as a member of the board of directors of the
Company, on May 18, 2007, Mr. Aryeh was granted options, which he currently     
holds, pursuant to which he can purchase 20,000 shares of Common Stock at a     
price of $5.20 per share. Such options became exercisable in four equal         
installments on August 18, 2007, November 18, 2007, February 18, 2008, and May  
18, 2008 and expire on May 18, 2014. Mr. Aryeh was granted additional options in
connection with his service as a member of the board of directors of the Company
on May 7, 2008, which he currently holds, and pursuant to which he can purchase 
20,000 shares of Common Stock at a price of $3.84 per share. Such options became
or will become exercisable in four equal installments on August 7, 2008,        
November 7, 2008, February 7, 2009, and May 7, 2009 and expire on May 7, 2015.  

    On January 1, 2009, the Offshore Master Fund acquired all of the assets of
the Offshore Fund (including the Common Stock beneficially owned by the Offshore
Fund), in exchange for the entire limited partnership interest of the Offshore  
Master Fund pursuant to an Assignment and Assumption Agreement and Bill of Sale,
dated as of December 29, 2008, by and between the Offshore Fund and the Offshore
Master Fund.                                                                    

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Item 7.   Material to be Filed as Exhibits                                      

99.2      Joint Filing Agreement, dated as of January 5, 2009, by and among     
     Third Point LLC, .Daniel S. Loeb, Third Point Offshore Fund Ltd.,
       Third Point Offshore Master Fund, L.P., and Third Point Advisors II
L.L.C.                                                      

99.3      Power of Attorney granted by Daniel S. Loeb in favor of James P.      
      Gallagher, William Song, Joshua L. Targoff and Bruce Wilson, dated
January 5, 2009.                                            

[Signatures on following page]

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SIGNATURES

       After reasonable inquiry and to the best of our knowledge and belief,
the undersigned certify that the information set forth in this statement is     
true, complete and correct.                                                     

Dated:  January 5, 2009                                                         

THIRD POINT LLC     

                         By:   Daniel S. Loeb, Chief Executive Officer

      By:       /s/ William Song
                                        ----------------------------------------
  Name:     William Song
      Title:    Attorney-in-Fact

DANIEL S. LOEB      

      By:       /s/ William Song
                                        ----------------------------------------
  Name:     William Song
      Title:    Attorney-in-Fact

           THIRD POINT OFFSHORE FUND, LTD.

        By: Daniel S. Loeb, Director

      By:       /s/ William Song
                                        ----------------------------------------
  Name:     William Song
      Title:    Attorney-in-Fact

 [SIGNATURE PAGE TO AMENDMENT NO. 12 TO SCHEDULE 13D
WITH RESPECT TO NABI BIOPHARMACEUTICALS]

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                  THIRD POINT OFFSHORE MASTER FUND, L.P.

                 By: Third Point Advisors II L.L.C.,
         its general partner
                     By:   Daniel S. Loeb, Managing Director

      By:       /s/ William Song
                                        ----------------------------------------
  Name:     William Song
      Title:    Attorney-in-Fact

          THIRD POINT ADVISORS II L.L.C.

                   By:   Daniel S. Loeb, Managing Director

        By:       /s/ William Song
                                        ----------------------------------------
  Name:     William Song
      Title:    Attorney-in-Fact

/s/ Jason Aryeh     
                              --------------------------------------------------
Jason Aryeh         

 [SIGNATURE PAGE TO AMENDMENT NO. 12 TO SCHEDULE 13D
WITH RESPECT TO NABI BIOPHARMACEUTICALS]

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D/A’ Filing	Date	First	Last	Other Filings

	5/7/15	11
	5/18/14	11
	5/7/09	11
	2/7/09	11
Filed as of:	1/6/09			SC 13G/A
Filed on:	1/5/09	12	13	SC 13D/A, SC 13G/A
	1/1/09	1	11
	12/29/08	11		4
	11/7/08	11
	10/31/08	10
	9/27/08	10		10-Q
	8/7/08	11
	5/18/08	11
	5/7/08	11		4, DEF 14A
	2/18/08	11
	11/18/07	11
	8/18/07	11
	5/18/07	11		4, DEF 14A
	5/11/07	8		4, SC 13D/A, SC 13G
	11/13/06	8		NT 10-Q, SC 13D/A
	10/30/06	8		3, SC 13D/A
	10/16/06	8		SC 13D/A
	10/4/06	8		DFAN14A, SC 13D/A
	9/26/06	8		DFAN14A, SC 13D/A
	9/14/06	8		SC 13D/A
	9/5/06	8		SC 13D/A
	8/16/06	8		SC 13D/A
	6/15/06	8		SC 13D/A
	4/27/06	8		SC 13D/A
	4/17/06	8		DEFC14A, SC 13D
				List all Filings

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Filing Submission 0000899140-09-000025 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Third Point LLC, et al. – ‘SC 13D/A’ on 1/5/09 re: Biota Pharmaceuticals, Inc.

On: Monday, 1/5/09, at 5:41pm ET · As of: 1/6/09 · Accession #: 899140-9-25 · File #: 5-31596

Previous ‘SC 13D’: ‘SC 13D/A’ on 1/5/09 · Next: ‘SC 13D/A’ on 3/19/09 · Latest: ‘SC 13D’ on 2/13/24

Amendment to General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

SC 13D/A — 12th AmendmentDocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

SC 13D/A — 12th Amendment
Document Table of Contents