0000899243-21-011592.txt : 20210315 0000899243-21-011592.hdr.sgml : 20210315 20210315165245 ACCESSION NUMBER: 0000899243-21-011592 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210313 FILED AS OF DATE: 20210315 DATE AS OF CHANGE: 20210315 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hu Edward CENTRAL INDEX KEY: 0001313786 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39067 FILM NUMBER: 21742142 MAIL ADDRESS: STREET 1: 3730 MEADOW SPRING DRIVE CITY: SUGAR LAND STATE: TX ZIP: 77479 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Viela Bio, Inc. CENTRAL INDEX KEY: 0001734517 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 MEDIMMUNE WAY CITY: GAITHERSBURG STATE: MD ZIP: 20878 BUSINESS PHONE: 240-558-0038 MAIL ADDRESS: STREET 1: 1 MEDIMMUNE WAY CITY: GAITHERSBURG STATE: MD ZIP: 20878 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-03-13 1 0001734517 Viela Bio, Inc. VIE 0001313786 Hu Edward C/O VIELA BIO, INC., ONE MEDIMMUNE WAY, FIRST FLOOR, AREA TWO GAITHERSBURG MD 20878 1 0 0 0 Common Stock 2021-03-13 4 D 0 3953118 53.00 D 0 I Held by 6 Dimensions Capital, L.P. Common Stock 2021-03-13 4 D 0 208059 53.00 D 0 I Held by 6 Dimensions Affiliates Fund, L.P. Stock Option (right to buy) 19.00 2021-03-15 4 D 0 26210 D 2029-10-01 Common Stock 26210 0 D Stock Option (right to buy) 48.96 2021-03-15 4 D 0 7358 D 2030-06-18 Common Stock 7358 0 D Reflects disposition of Issuer common stock in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated January 31, 2021 (the "Merger Agreement"), by and among the Issuer, Horizon Therapeutics USA, Inc., Teiripic Merger Sub, Inc. ("Purchaser"), and for certain purposes, Horizon Therapeutics plc, including the completion on March 13, 2021 of a tender offer to purchase all of the outstanding shares of Issuer common stock at a price of $53.00 per share in cash, without interest, less any required withholding taxes (the "Offer Price"), and the consummation of the merger (the "Merger") between the Issuer and Purchaser on March 15, 2021. Pursuant to the Merger Agreement, as of the effective time of the Merger, each outstanding share of Issuer common stock was cancelled in exchange for the right to receive an amount equal to the Offer Price. Mr. Hu is Managing Partner of 6 Dimensions Capital, L.P. and 6 Dimensions Affiliates Fund, L.P. and may be deemed to beneficially own the shares held by 6 Dimensions Capital, L.P. and 6 Dimensions Affiliates Fund, L.P. Mr. Hu disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any. Pursuant to the Merger Agreement, at the Effective Time, each of the outstanding options that was held by a non-employee director of the Issuer, subject solely to the continued services of the holder of such option with the Issuer through such date, was accelerated and became fully vested, and each of such outstanding options was canceled and converted into the right to receive a cash amount (without interest) equal to the product of (i) the number of shares subject to such option, multiplied by (ii) the excess of (x) $53.00 over (y) the exercise price payable per share under such option. /s/ Nishant M. Dharia, Attorny-in-fact 2021-03-15