0001209191-18-046792.txt : 20180815 0001209191-18-046792.hdr.sgml : 20180815 20180815162237 ACCESSION NUMBER: 0001209191-18-046792 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: MESSINA RICHARD CENTRAL INDEX KEY: 0001179382 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10352 FILM NUMBER: 181021258 MAIL ADDRESS: STREET 1: 750 LEXINGTON AVENUE STREET 2: 24TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 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 0001179382 MESSINA RICHARD C/O JUNIPER PHARMACEUTICALS INC. 33 ARCH STREET SUITE 3110 BOSTON MA 02110 1 0 0 0 Common Stock 2018-08-14 4 D 0 13657 11.50 D 0 D Common Stock 2018-08-14 4 D 0 250 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 250 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 250 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 8000 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 9700 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 41000 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 14500 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 2001 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 28000 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 6250 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 875 11.50 D 0 I See Footnote Common Stock 2018-08-14 4 D 0 100000 11.50 D 0 I See Footnote 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 5,625 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 5,625 restricted stock units was cancelled in exchange for the Offer Price. Shares held by Richard Messina CF Jacqueline Messina UTMA. Shares held by Richard Messina CF Carolyn Messina UTMA. Shares held by Richard Messina CF Madeline Messina UTMA. Shares held by Equity TR Co TTEE FBO Pamela Brocious SEP. Shares held by Steve A. Sanders and Partners. Shares held by Citistaffing LLC Profit Sharing. Shares held by Summit Capital Associates. Shares held by Benchmark Pellinore Group. Shares held by SCA Retirement Plan DTD 1/1/91. Shares held by Pamela Brocious M/P PEN PL. Shares held by SCA Money Purchase Plan DTD 1/1/94 Attn Richard Messina. Shares held by The Benchmark Company LLC - Investment Purposes. /s/ Jeffrey Young, Attorney-in-Fact 2018-08-15