0001104659-15-053969.txt : 20150728
0001104659-15-053969.hdr.sgml : 20150728
20150728202857
ACCESSION NUMBER: 0001104659-15-053969
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150728
FILED AS OF DATE: 20150728
DATE AS OF CHANGE: 20150728
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Neos Therapeutics, Inc.
CENTRAL INDEX KEY: 0001467652
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 270395455
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2940 N. HIGHWAY 360
STREET 2: SUITE 400
CITY: GRAND PRAIRIE
STATE: TX
ZIP: 75050
BUSINESS PHONE: 972.408.1360
MAIL ADDRESS:
STREET 1: 2940 N. HIGHWAY 360
STREET 2: SUITE 400
CITY: GRAND PRAIRIE
STATE: TX
ZIP: 75050
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Essex Capital Corp
CENTRAL INDEX KEY: 0001648579
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37508
FILM NUMBER: 151010910
BUSINESS ADDRESS:
STREET 1: 1486 EAST VALLEY ROAD
CITY: MONTECITO
STATE: CA
ZIP: 93108
BUSINESS PHONE: 805-565-0992
MAIL ADDRESS:
STREET 1: 1486 EAST VALLEY ROAD
CITY: MONTECITO
STATE: CA
ZIP: 93108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Iannelli Ralph
CENTRAL INDEX KEY: 0001648328
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37508
FILM NUMBER: 151010911
MAIL ADDRESS:
STREET 1: 1486 EAST VALLEY ROAD
CITY: MONTECITO
STATE: CA
ZIP: 93108
4
1
a4.xml
4
X0306
4
2015-07-28
1
0001467652
Neos Therapeutics, Inc.
NEOS
0001648328
Iannelli Ralph
C/O NEOS THERAPEUTICS, INC.
2940 N. HWY 360
GRAND PRAIRIE
TX
75050
0
0
1
0
0001648579
Essex Capital Corp
C/O NEOS THERAPEUTICS, INC.
2940 N. HWY 360
GRAND PRAIRIE
TX
75050
0
0
1
0
Common Stock
2015-07-28
4
C
0
386415
A
393704
I
See footnote
Common Stock
2015-07-28
4
C
0
31437
A
425141
I
See footnote
Common Stock
2015-07-28
4
C
0
83333
A
508474
I
See footnote
Common Stock
2015-07-28
4
C
0
237500
A
745974
I
See footnote
Common Stock
2015-07-28
4
C
0
20833
A
766807
I
See footnote
Common Stock
2015-07-28
4
C
0
8333
A
775140
I
See footnote
Common Stock
2015-07-28
4
C
0
56874
A
832014
I
See footnote
Common Stock
2015-07-28
4
C
0
81249
A
913263
I
See footnote
Common Stock
2015-07-28
4
C
0
18332
A
931595
I
See footnote
Common Stock
2015-07-28
4
C
0
2958
A
934553
I
See footnote
Common Stock
2015-07-28
4
C
0
1666
A
936219
I
See footnote
Common Stock
2015-07-28
4
P
0
30000
15.00
A
966219
I
See footnote
Series A Preferred Stock
2015-07-28
4
C
0
927397
D
Common Stock
386415
0
I
See footnote
Series B Preferred Stock
2015-07-28
4
C
0
75450
D
Common Stock
31437
200000
I
See footnote
Series B Preferred Stock
2015-07-28
4
C
0
200000
D
Common Stock
83333
0
I
See footnote
Series B-1 Preferred Stock
2015-07-28
4
C
0
570000
D
Common Stock
237500
70000
I
See footnote
Series B-1 Preferred Stock
2015-07-28
4
C
0
50000
D
Common Stock
20833
20000
I
See footnote
Series B-1 Preferred Stock
2015-07-28
4
C
0
20000
D
Common Stock
8333
0
I
See footnote
Series C Preferred Stock
2015-07-28
4
C
0
136500
D
Common Stock
56874
239000
I
See footnote
Series C Preferred Stock
2015-07-28
4
C
0
195000
D
Common Stock
81942
44000
I
See footnote
Series C Preferred Stock
2015-07-28
4
C
0
44000
D
Common Stock
18332
0
I
See footnote
Preferred Stock Warrant (Right to Buy)
2015-07-28
4
X
0
35500
D
2020-02-19
Series C Preferred Stock
7100
20000
I
See footnote
Preferred Stock Warrant (Right to Buy)
2015-07-28
4
X
0
20000
D
2020-02-19
Series C Preferred Stock
4000
0
I
See footnote
Series C Preferred Stock
2015-07-28
4
C
0
7100
D
Common Stock
2958
2958
I
See footnote
Series C Preferred Stock
2015-07-28
4
C
0
4000
D
Common Stock
1666
0
I
See footnote
Each share of the Issuer's Series B preferred stock, Series B-1 preferred stock and Series C preferred stock was automatically converted on a 2.4-for-1 basis into common stock immediately prior to the closing of the Issuer's initial public offering. The shares of Series B preferred stock and Series C preferred stock had no expiration date.
The security listed in column 1 is held directly by Essex Capital Corporation ("Essex"), of which Ralph Iannelli is the sole stockholder.
The security listed in column 1 is held directly by KF Investment Partners, LP ("KF"). Essex is the 50% limited partner of KF, and Ralph Iannelli is the General Partner of KF and may be deemed to have voting and dispositive power with respect to such shares. Each Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.
The security listed in column 1 is held directly in the name of SIU Capital LLC ("SIU"). Essex is the 50% limited partner of SIU, and Ralph Iannelli is the Managing Member of SIU, and may be deemed to have voting and dispositive power with respect to such shares. Each Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.
Based upon and including the number of shares of common stock listed in column 4 issued upon the automatic conversion of the underlying shares of Series C preferred stock in accordance with Footnote (1) above, such shares of Series C preferred stock issued in accordance with the Cashless Exercise Provision set forth in Footnote (6) below.
The preferred stock warrant was automatically exercised immediately prior to the closing of the Issuer's initial public offering for such number of shares issuable pursuant to a cashless net exercise provision pursuant to which the holder receives a net number of shares of Series C preferred stock based on the fair market value of such stock at the time of exercise, after deducting the aggregate exercise price (the "Cashless Exercise Provision"). The shares of Series C preferred stock have no expiration date.
/s/ Benjamin Piper, attorney-in-fact
2015-07-28