0001628280-16-020955.txt : 20161107 0001628280-16-020955.hdr.sgml : 20161107 20161107172742 ACCESSION NUMBER: 0001628280-16-020955 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161107 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20161107 DATE AS OF CHANGE: 20161107 FILER: 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 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34921 FILM NUMBER: 161979302 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 8-K 1 aegr-8xkx110716.htm 8-K Document



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

                    
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act Of 1934
Date of Report (Date of earliest event reported): November 7, 2016

                    
AEGERION PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in its Charter)

                    
 
 
 
 
 
Delaware
 
001-34921
 
22-2960116
(State of Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification Number)
One Main Street, Suite 800
Cambridge, MA 02142
(Address of Principal Executive Office)
Registrant’s telephone number, including area code: (617) 500-7867

                    
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 5.07. Submission of Matters to a Vote of Security Holders.
On November 7, 2016, Aegerion Pharmaceuticals, Inc. (the “Company”) held a special meeting of stockholders to consider and vote on the proposals set forth in the definitive proxy statement filed by the Company on October 6, 2016. The following is a summary of the matters voted on by the Company’s stockholders at the special meeting:
(1)
Agreement and Plan of Merger: The stockholders voted to adopt the Agreement and Plan of Merger, dated as of June 14, 2016 (as amended, the “merger agreement”), by and among the Company, QLT Inc. (“QLT”) and Isotope Acquisition Corp., an indirect wholly-owned subsidiary of QLT (“MergerCo”). The merger agreement provides for the merger of MergerCo with and into the Company (the “merger”), with the Company surviving as an indirect wholly-owned subsidiary of QLT.
The number of shares cast in favor and against the proposal and the number of abstentions and broker non-votes were as follows:
Votes For
 
Votes Against
 
Abstain
 
Broker Non-Votes
22,694,521
 
12,995
 
30,828
 
0
 (2)
Advisory Vote on Executive Compensation: The stockholders voted to approve, on an advisory, non-binding basis, specific compensatory arrangements between the Company and its named executive officers relating to the merger.
The number of shares cast in favor and against the proposal and the number of abstentions and broker non-votes were as follows:
Votes For
 
Votes Against
 
Abstain
 
Broker Non-Votes
22,205,206
 
492,513
 
40,625
 
0






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



 
 
 
 
 
AEGERION PHARMACEUTICALS, INC.
 
 
 
 
 
By:
/s/ Benjamin Harshbarger
Date: November 7, 2016
 
Benjamin Harshbarger
 
 
 
General Counsel