0001209191-18-046782.txt : 20180815
0001209191-18-046782.hdr.sgml : 20180815
20180815161817
ACCESSION NUMBER: 0001209191-18-046782
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180814
FILED AS OF DATE: 20180815
DATE AS OF CHANGE: 20180815
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Secor Alicia
CENTRAL INDEX KEY: 0001584516
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10352
FILM NUMBER: 181021216
MAIL ADDRESS:
STREET 1: 33 HAYDEN AVE.
CITY: LEXINGTON
STATE: MA
ZIP: 02421
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: JUNIPER PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0000821995
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 592758596
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 33 ARCH STREET
STREET 2: SUITE 3110
CITY: BOSTON
STATE: MA
ZIP: 02110
BUSINESS PHONE: 617-639-1500
MAIL ADDRESS:
STREET 1: 33 ARCH STREET
STREET 2: SUITE 3110
CITY: BOSTON
STATE: MA
ZIP: 02110
FORMER COMPANY:
FORMER CONFORMED NAME: COLUMBIA LABORATORIES INC
DATE OF NAME CHANGE: 19920703
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-08-14
1
0000821995
JUNIPER PHARMACEUTICALS INC
JNP
0001584516
Secor Alicia
C/O JUNIPER PHARMACEUTICALS INC.
33 ARCH STREET, SUITE 3110
BOSTON
MA
02110
1
1
0
0
President and CEO
Common Stock
2018-08-14
4
D
0
103855
11.50
D
0
D
Employee Stock Option (right to buy)
7.90
2018-08-14
4
D
0
110000
D
2025-02-09
Common Stock
110000
0
D
Employee Stock Option (right to buy)
5.15
2018-08-14
4
D
0
127500
D
2024-03-03
Common Stock
127500
0
D
Nonqualified Stock Option (right to buy)
7.59
2018-08-14
4
D
0
225000
D
2023-07-20
Common Stock
225000
0
D
Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") among Catalent Pharma Solutions, Inc., Catalent Boston, Inc. and Juniper Pharmaceuticals Inc. (the "Issuer") dated as of July 2, 2018. At the effective time of the merger (the "Effective Time") as contemplated in the Merger Agreement, each share of outstanding Issuer common stock (other than appraisal shares and certain other shares), and each outstanding and unexercised Issuer stock option (whether vested or unvested) and each outstanding unvested restricted stock unit, immediately prior to the Effective Time were cancelled in exchange for $11.50 per share, net in cash, without interest, less any applicable taxes and applicable exercise price for the stock option (the "Offer Price").
Includes 87,650 restricted stock units that did not vest prior to the Effective Time of the merger. Pursuant to the Merger Agreement, at the Effective Time, each of the outstanding and unvested 87,650 restricted stock units was cancelled in exchange for the Offer Price.
Pursuant to the Merger Agreement, at the Effective Time, each of the outstanding and unexercised Issuer stock options (whether vested or unvested) was cancelled in exchange for cash equal to the product of (i) the excess of the Offer Price over the exercise price of the option and (ii) shares issuable upon exercise of the outstanding stock options.
/s/ Jeffrey Young, Attorney-in-Fact
2018-08-15