0001104659-16-159834.txt : 20161130 0001104659-16-159834.hdr.sgml : 20161130 20161130195450 ACCESSION NUMBER: 0001104659-16-159834 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20161129 FILED AS OF DATE: 20161130 DATE AS OF CHANGE: 20161130 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Aegerion Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001338042 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 202960116 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE MAIN STREET STREET 2: SUITE 800 CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: (617) 500-7867 MAIL ADDRESS: STREET 1: ONE MAIN STREET STREET 2: SUITE 800 CITY: CAMBRIDGE STATE: MA ZIP: 02142 FORMER COMPANY: FORMER CONFORMED NAME: Aegerion Pharmaceuticals Inc DATE OF NAME CHANGE: 20050906 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Plutzky Jorge MD CENTRAL INDEX KEY: 0001576525 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34921 FILM NUMBER: 162026521 MAIL ADDRESS: STREET 1: C/O VIVUS, INC. STREET 2: 1172 CASTRO STREET CITY: MOUNTAIN VIEW STATE: CA ZIP: 94040 4 1 a4.xml 4 X0306 4 2016-11-29 1 0001338042 Aegerion Pharmaceuticals, Inc. AEGR 0001576525 Plutzky Jorge MD C/O AEGERION PHARMACEUTICALS, INC. ONE MAIN STREET, SUITE 800 CAMBRIDGE MA 02142 1 0 0 0 Stock Option (Right to Buy) 25.99 2016-11-29 4 D 0 31182 D 2025-04-08 Common Stock 31182 0 D One-third of the shares of common stock underlying this stock option award vested on April 8, 2016. The remaining two-thirds of the shares of common stock underlying this option were to vest in equal installments on April 8, 2017 and April 8, 2018. Pursuant to the Agreement and Plan of Merger, dated as of June 14, 2016, by and among the Issuer, QLT Inc. ("QLT") and Isotope Acquisition Corp. ("Isotope"), pursuant to which Isotope was merged with and into the Issuer, effective on November 29, 2016, each option to acquire common stock of the Issuer that was outstanding and unexercised immediately prior to the effective time of the merger that had an exercise price per share equal to or greater than $1.88 (the product obtained by multiplying (i) the exchange ratio of 1.0256 by (ii) $1.83, the closing price of a common share of QLT on November 28, 2016) was cancelled without any payment or other consideration therefor. See Exhibit 24.1 - Power of Attorney. /s/ Jennifer Fitzpatrick, Attorney-in-fact 2016-11-30 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

 

POWER OF ATTORNEY

 

The undersigned hereby constitutes and appoints each of Benjamin Harshbarger, Greg Perry, Paul Kinsella and Jennifer Fitzpatrick, signing singly, as the undersigned’s true and lawful attorneys-in-fact to:

 

(1)                                 prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended, or any rule or regulation of the SEC;

 

(2)                                 execute for and on behalf of the undersigned, in the undersigned’s capacity as officer and/or director of Aegerion Pharmaceuticals, Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

 

(3)                                 do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

 

(4)                                 take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of November 18, 2016.

 

 

/s/ Jorge Plutzky

 

Jorge Plutzky

 

[Signature Page to Limited Power of Attorney]