0001062993-22-023024.txt : 20221201 0001062993-22-023024.hdr.sgml : 20221201 20221201091812 ACCESSION NUMBER: 0001062993-22-023024 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221130 FILED AS OF DATE: 20221201 DATE AS OF CHANGE: 20221201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Koenig Scott CENTRAL INDEX KEY: 0001587514 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36370 FILM NUMBER: 221437556 MAIL ADDRESS: STREET 1: 9640 MEDICAL CENTER DRIVE CITY: ROCKVILLE STATE: MD ZIP: 20850 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: APPLIED GENETIC TECHNOLOGIES CORP CENTRAL INDEX KEY: 0001273636 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 593553710 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 14193 NW 119TH TERRACE STREET 2: SUITE #10 CITY: ALACHUA STATE: FL ZIP: 32615 BUSINESS PHONE: 386-462-2204 MAIL ADDRESS: STREET 1: 14193 NW 119TH TERRACE STREET 2: SUITE #10 CITY: ALACHUA STATE: FL ZIP: 32615 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0306 4 2022-11-30 1 0001273636 APPLIED GENETIC TECHNOLOGIES CORP AGTC 0001587514 Koenig Scott C/O APPLIED GENETIC TECHNOLOGIES CORP. 14193 NW 119TH TERRACE, SUITE #10 ALACHUA FL 32615 1 0 0 0 Common Stock 2022-11-30 4 U 0 34246 D 0 D Stock Option (Right to Buy) 4.90 2022-11-30 4 D 0 14285 D 2023-09-18 Common Stock 14285 0 D Stock Option (Right to Buy) 12.00 2022-11-30 4 D 0 9375 D 2024-03-26 Common Stock 9375 0 D Stock Option (Right to Buy) 20.83 2022-11-30 4 D 0 4688 D 2024-12-29 Common Stock 4688 0 D Stock Option (Right to Buy) 16.06 2022-11-30 4 D 0 6200 D 2025-11-19 Common Stock 6200 0 D Stock Option (Right to Buy) 7.75 2022-11-30 4 D 0 8000 D 2027-02-28 Common Stock 8000 0 D Stock Option (Right to Buy) 4.25 2022-11-30 4 D 0 10000 D 2028-07-25 Common Stock 10000 0 D Stock Option (Right to Buy) 6.90 2022-11-30 4 D 0 10000 D 2028-11-15 Common Stock 10000 0 D Stock Option (Right to Buy) 3.02 2022-11-30 4 D 0 10000 D 2029-12-04 Common Stock 10000 0 D Stock Option (Right to Buy) 4.72 2022-11-30 4 D 0 12000 D 2030-12-16 Common Stock 12000 0 D Stock Option (Right to Buy) 2.17 2022-11-30 4 D 0 14000 D 2031-11-30 Common Stock 14000 0 D At the effective time of the Merger, each issued and outstanding Share was cancelled in exchange for (1) $0.34 per share of common stock of the Issuer ("Common Stock"), without interest and less any applicable withholding taxes (the "Cash Consideration"); and (2) one contingent value right ("CVR") per share of Common Stock representing the right to receive potential milestone payments, currently estimated to be up to approximately $0.73 per CVR in the aggregate (without interest and less any applicable withholding taxes) (the Cash Consideration plus one CVR, collectively, as such amount may be increased in accordance with the terms of the Merger Agreement, the "Offer Price"). Pursuant to the terms of the Merger Agreement, the Shares were tendered and disposed of at the Acceptance Time (as defined in the Merger Agreement) in exchange for the right to receive the Offer Price. At the effective time of the Merger, each outstanding option of the Issuer with an exercise price equal to or greater than $0.34 was cancelled without any consideration in respect of such cancelled option. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 23, 2022, by and among Applied Genetic Technologies Corporation (the "Issuer"), Alliance Holdco Limited ("Parent") and Alliance Acquisition Sub, Inc., a wholly owned subsidiary of Parent ("Purchaser"), on November 30, 2022, Purchaser completed a tender offer for shares of common stock of the Issuer (each, a "Share") and thereafter merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). /s/ Hemmie Chang, Attorney-in-fact 2022-12-01