SEC Form 4 · accession 0001140361-16-083651
Raptor Pharmaceutical Corp · RPTP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael P Smith
Officer — Chief Financial Officer
Period of report
Oct 24, 2016
Accepted (ET)
Oct 26, 2016 · 4:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001070698
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 25, 2016 | D | 22,607 | $9.00 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2 | $3.74 | Oct 25, 2016 | D | 84,751 | D | — | Feb 9, 2026 | Common Stock | 84,751 | 0 | D |
Explanation of responses
- F1Pursuant to the Agreement and Plan of Merger dated as of September 12, 2016, by and among Raptor Pharmaceutical Corp., Horizon Pharma plc, a public limited company organized under the laws of Ireland ("Parent") and Misneach Corporation, a Delaware corporation and an indirect wholly owned subsidiary of Parent (the "Merger Agreement"), on October 25, 2016, each outstanding restricted stock unit was accelerated in full and cancelled in exchange for the right to receive $9.00 per share in cash, without interest and less any required withholding taxes.
- F2Pursuant to the Merger Agreement, on October 25, 2016, each outstanding stock option was accelerated in full and cancelled in exchange for the right to receive $9.00 in cash, without interest and less the exercise price of such option and any required withholding taxes.