SEC Form 4 · accession 0000899243-16-029167
Blue Buffalo Pet Products, Inc. · BUFF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Artal Group S.A.
Director · 10% Owner
Artal International S.C.A.
Director · 10% Owner
Westend S.A.
Director · 10% Owner
Invus Advisors, L.L.C.
Director · 10% Owner
Invus, L.P.
Director · 10% Owner
Pascal Minne
Director · 10% Owner
Administratiekantoor Westend Stichting
Director · 10% Owner
Artal International Management S.A.
Director · 10% Owner
Period of report
Sep 16, 2016
Accepted (ET)
Sep 16, 2016 · 6:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001609989
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | Sep 16, 2016 | S | 12,512,124 | $24.8273 | D | 87,460,875 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This amount represents the $24.8273 sales price per share of common stock of the Issuer received by Invus, L.P. in connection with a secondary block trade which closed on September 16, 2016.
- F2These securities are directly held by Invus, L.P.
- F3Invus Advisors, L.L.C. is the general partner of Invus, L.P. Artal International S.C.A. is the managing member of Invus Advisors, L.L.C. The managing partner of Artal International S.C.A. is Artal International Management S.A., which is a wholly owned subsidiary of Artal Group S.A., which is a wholly owned subsidiary of Westend S.A., which is a wholly owned subsidiary of Stichting Administratiekantoor Westend ("Stichting"). Mr. Pascal Minne is the sole member of the board of the Stichting.
- F4Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
Remarks
For purposes of Section 16 of the Exchange Act, the Reporting Persons may be deemed to be directors by deputization of the Issuer by virtue of Invus, L.P.'s right to designate certain members of the Issuer's board of directors pursuant to an amended and restated investor rights agreement among the Issuer, Invus, L.P. and certain other stockholders of the Issuer.