SEC Form 4 · accession 0000950103-17-007321
Innocoll Holdings plc · INNL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stanley Morgan
10% Owner
Period of report
Jul 24, 2017
Accepted (ET)
Jul 28, 2017 · 8:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001660484
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Jul 24, 2017 | S$0 | 3,365,978 | — | D | 0 | I | By Subsidiaries |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants to purchase Ordinary SharesF2 | $7.39 | Jul 24, 2017 | E | 795,980 | D | Mar 16, 2016 | Jun 15, 2019 | Ordinary Shares | 795,980 | 0 | I |
Explanation of responses
- F1Pursuant to the terms of the Transaction Agreement by and among the Issuer, Gurnet Point L.P., a Delaware limited partnership acting through its general partner Waypoint International GP LLC ("Gurnet Point"), and Lough Ree Technologies Limited, an Irish private limited company and wholly-owned subsidiary of Gurnet Point (the "Transaction Agreement"), each Ordinary Share that was beneficially owned by the Reporting Person immediately prior to the effective time of the scheme (the "Effective Time") now represents the right to receive (i) $1.75 in cash and (ii) a contingent value right which represents a contractual right to receive payments up to a maximum aggregate amount of $4.90 in cash upon, and subject to, the occurrence of certain events, without interest and net of applicable tax withholdings (the "Consideration").
- F2Reflects a cancellation without the receipt of consideration.