0001209191-20-040364.txt : 20200702 0001209191-20-040364.hdr.sgml : 20200702 20200702163851 ACCESSION NUMBER: 0001209191-20-040364 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200702 FILED AS OF DATE: 20200702 DATE AS OF CHANGE: 20200702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RENTON HOLLINGS CENTRAL INDEX KEY: 0001187333 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35935 FILM NUMBER: 201010046 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PORTOLA PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001269021 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 270 EAST GRAND AVENUE, SUITE 22 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-244-6864 MAIL ADDRESS: STREET 1: 270 EAST GRAND AVENUE, SUITE 22 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-07-02 1 0001269021 PORTOLA PHARMACEUTICALS INC PTLA 0001187333 RENTON HOLLINGS C/O PORTOLA PHARMACEUTICALS, INC. 270 EAST GRAND AVENUE, SUITE 22 SOUTH SAN FRANCISCO CA 94080 1 0 0 0 Common Stock 2020-07-02 4 D 0 13194 18.00 D 0 D Common Stock 2020-07-02 4 D 0 2826 18.00 D 0 I The Renton Family Community Property Trust Restricted Stock Units 2020-07-02 4 D 0 7281 18.00 D 0 D Stock Option (Right to Buy) 17.94 2020-07-02 4 D 0 11377 0.06 D 2030-06-11 Common Stock 11377 0 D Stock Option (Right to Buy) 2020-07-02 4 D 0 59092 0.00 D Common Stock 59092 0 D Pursuant to the Agreement and Plan of Merger, dated as of May 5, 2020, by and among Portola Pharmaceuticals, Inc. (the "Issuer"), Alexion Pharmaceuticals, Inc. ("Alexion") and Odyssey Merger Sub Inc. ("Merger Sub") (the "Merger Agreement"), on July 2, 2020, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a direct, wholly owned subsidiary of Alexion (the "Merger"). At the effective time of the Merger (the "Effective Time"), these shares were canceled in exchange for $18.00 per share in cash, without interest and subject to any applicable withholding taxes. At the Effective Time, each restricted stock unit ("RSU") was accelerated and canceled as of immediately prior to, and contingent upon, the Effective Time, in exchange for the right to receive a cash amount equal to the product of (i) the number of shares deliverable under such RSU multiplied by (ii) $18.00. At the Effective Time, each of these unvested and outstanding options was accelerated, canceled and converted into the right to receive a cash amount equal to the product of (i) the number of shares that are subject to such options and (ii) $18.00 less the applicable exercise price per share of such options, subject to any applicable withholding or other taxes required by applicable law. In connection with the Merger, these options were accelerated and canceled without payment. /s/ Mike Ouimette, Attorney-in-fact 2020-07-02