0001104659-19-021852.txt : 20190417 0001104659-19-021852.hdr.sgml : 20190417 20190417093614 ACCESSION NUMBER: 0001104659-19-021852 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190417 FILED AS OF DATE: 20190417 DATE AS OF CHANGE: 20190417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRIEDLI PETER CENTRAL INDEX KEY: 0001008317 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32966 FILM NUMBER: 19752334 MAIL ADDRESS: STREET 1: FREIGUT STRASSE 5 STREET 2: 8002 ZURICH CITY: SWITZERLAND STATE: V8 ZIP: 00000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: OSIRIS THERAPEUTICS, INC. CENTRAL INDEX KEY: 0001360886 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 710881115 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7015 ALBERT EINSTEIN DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 443-545-1819 MAIL ADDRESS: STREET 1: 7015 ALBERT EINSTEIN DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046 4 1 a4.xml 4 X0306 4 2019-04-17 1 0001360886 OSIRIS THERAPEUTICS, INC. OSIR 0001008317 FRIEDLI PETER C/O OSIRIS THERAPEUTICS, INC. 7075 ALBERT EINSTEIN DRIVE COLUMBIA MD 21046 1 0 0 0 Common Stock 2019-04-17 4 D 0 10204404 19.00 D 0 D Common Stock 2019-04-17 4 D 0 4103301 19.00 D 0 I By New Venturetec AG Common Stock 2019-04-17 4 D 0 500000 19.00 D 0 I By Daughter Common Stock 2019-04-17 4 D 0 2750 19.00 D 0 I By Spouse On March 12, 2019, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Smith & Nephew Consolidated, Inc., a Delaware corporation ("Parent"), Papyrus Acquisition Corp., a Maryland corporation and a direct subsidiary of Parent ("Purchaser") and Smith & Nephew plc, an English public limited company. Pursuant to the terms of the Merger Agreement and the Offer (as defined in the Merger Agreement), each share of the Issuer's common stock (the "Common Stock") held by the Reporting Person was acquired, subject to adjustment, at a purchase price of $19.00 per share (the "Offer Price") in cash. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The Reporting Person disclaims beneficial ownership of these securities. /s/ Peter Friedli 2019-04-17