SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
JLL Associates G.P. V (Patheon), Ltd.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/20/2016
3. Issuer Name and Ticker or Trading Symbol
Patheon N.V. [ PTHN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares 6,106,540 I By Patheon Holdco Co?peratief U.A. on behalf of the reporting person(1)
Ordinary Shares 23,679,949 I By JLL/Patheon Co-Investment Fund, L.P. on behalf of the reporting person(2)
Ordinary Shares 4,996,397 I By JLL Partners Fund V (New Patheon), L.P. on behalf of the reporting person(3)
Ordinary Shares 7,013,339 I By JLL Associates V (Patheon), L.P. on behalf of the reporting person(4)
Ordinary Shares 19,985,589 I By JLL Partners Fund VI (Patheon), L.P. on behalf of the reporting person(5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
JLL Associates G.P. V (Patheon), Ltd.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JLL/Delta Patheon GP, Ltd.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JLL/Delta Patheon Holdings, L.P.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JLL/Patheon Co-Investment Fund, L.P.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Patheon Holdco Cooperatief U.A.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JLL Associates V (Patheon), L.P.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JLL Partners Fund V (New Patheon), L.P.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
JLL Partners Fund VI (Patheon), L.P.

(Last) (First) (Middle)
C/O JLL PARTNERS
450 LEXINGTON AVE., 31ST FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Represents ordinary shares held for the benefit of certain employees of the Issuer through Patheon Holdco Cooperatief U.A., an entity controlled by JLL Associates G.P. V (Patheon), Ltd., which shares will be released to the applicable employee upon the occurrence of a qualifying exit event and the satisfaction of certain additional performance criteria. Each of Patheon Holdco Cooperatief U.A., JLL/Delta Patheon GP, Ltd., JLL/Delta Patheon Holdings, L.P., JLL Patheon Co-Investment Fund, L.P., JLL Associates V (Patheon), L.P. and JLL Associates G.P. V (Patheon), Ltd. disclaims beneficial ownership of such shares except to the extent of such reporting person's pecuniary interest therein.
2. Represents ordinary shares held directly by JLL Patheon Co-Investment Fund, L.P., an entity of which JLL Associates G.P. V (Patheon), Ltd. is the indirect general partner. Each of JLL Associates G.P. V (Patheon), Ltd. and JLL Associates V (Patheon), L.P. disclaims beneficial ownership of the shares held by JLL Patheon Co-Investment Fund, L.P. except to the extent of such reporting person's pecuniary interest therein.
3. Represents ordinary shares held directly by JLL Partners Fund V (New Patheon), L.P., an entity of which JLL Associates G.P. V (Patheon), Ltd. is the indirect general partner. JLL Associates G.P. V (Patheon), Ltd. disclaims beneficial ownership of the shares held by JLL Partners Fund V (New Patheon), L.P. except to the extent of such reporting person's pecuniary interest therein.
4. Represents ordinary shares held directly by JLL Associates V (Patheon), L.P., an entity of which JLL Associates G.P. V (Patheon), Ltd. is the indirect general partner. JLL Associates G.P. V (Patheon), Ltd. disclaims beneficial ownership of the shares held by JLL Associates V (Patheon), L.P. except to the extent of such reporting person's pecuniary interest therein.
5. Represents ordinary shares held directly by JLL Partners Fund VI (Patheon), L.P., an entity of which JLL Associates G.P. V (Patheon), Ltd. is the indirect general partner. JLL Associates G.P. V (Patheon), Ltd. disclaims beneficial ownership of the shares held by JLL Partners Fund VI (Patheon), L.P. except to the extent of such reporting person's pecuniary interest therein.
Remarks:
/s/ Paul S. Levy 07/20/2016
/s/ Paul S. Levy 07/20/2016
/s/ Paul S. Levy 07/20/2016
/s/ Paul S. Levy 07/20/2016
/s/ Paul S. Levy 07/20/2016
/s/ Paul S. Levy 07/20/2016
/s/ Paul S. Levy 07/20/2016
/s/ Paul S. Levy 07/20/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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