SEC Form 4 · accession 0001354488-15-005395

Midatech Pharma US Inc. · DARA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Dec 4, 2015

Accepted (ET)

Dec 7, 2015 · 7:56 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000919745

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Dec 4, 2015	D	41	—	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Stock Option^F2	$34.40	Dec 4, 2015	D	625	D	May 20, 2012	May 6, 2019	Common Stock	625	I
Stock Option^F2	$36.00	Dec 4, 2015	D	375	D	Mar 23, 2012	Mar 23, 2020	Common Stock	375	D
Stock Option^F2	$15.15	Dec 4, 2015	D	1,000	D	Aug 2, 2011	Apr 1, 2021	Common Stock	1,000	D
Stock Option^F2	$10.25	Dec 4, 2015	D	2,000	D	Sep 15, 2012	Sep 15, 2021	Common Stock	2,000	D
Stock Option^F2	$6.55	Dec 4, 2015	D	12,000	D	Dec 27, 2011	Dec 27, 2021	Common Stock	12,000	D
Stock Option^F2	$5.00	Dec 4, 2015	D	10,000	D	Dec 4, 2015	May 15, 2022	Common Stock	10,000	D
Stock Option^F2	$3.75	Dec 4, 2015	D	12,000	D	May 10, 2014	May 10, 2023	Common Stock	12,000	D
Stock Option^F2	$1.17	Dec 4, 2015	D	38,462	D	May 19, 2015	May 19, 2024	Common Stock	38,462	D
Stock Option^F2	$0.79	Dec 4, 2015	D	32,000	D	Feb 9, 2015	Feb 9, 2025	Common Stock	32,000	D
Stock Option^F2	$0.69	Dec 4, 2015	D	21,739	D	Sep 19, 2015	May 19, 2025	Common Stock	21,739	D
Stock Option^F2	$0.86	Dec 4, 2015	D	10,901	D	Nov 15, 2015	Sep 1, 2025	default	10,901	D
Preferred Stock^F5,F4	$0.00	Dec 4, 2015	D	10	D	Jun 4, 2014	—	Common Stock	9,009	D
Warrants^F3	$1.67	Dec 4, 2015	D	9,009	D	Jun 4, 2014	Jun 4, 2019	Common Stock	9,009	D

F1Common stock disposed of pursuant to the Agreement and Plan of Merger among DARA BioSciences, Inc. (DARA) and Midatech Pharma PLC (Midatech) and certain other parties thereto, whereby each share of common stock of DARA was converted into (i) 0.136 American Depository Receipts (Midatech ADRs), with each Midatech ADR representing two Midatech ordinary shares, plus (ii) one contingent value right representing the right to receive contingent payments if specified milestones are achieved within agreed time periods, plus (iii) cash in lieu of fractional Midatech ADRs. The closing price of the Midatech ordinary shares on December 4, 2015, the effective date of the merger was ?2.65.
F2These options were assumed by Midatech in connection with the Merger and replaced with options to purchase 0.136 Midatech ADRs for each DARA option held, at an exercise price equal to the exercise price of the applicable DARA option divided by 0.136.
F3These warrants were assumed by Midatech in connection with the Merger and replaced with warrants to purchase 0.136 Midatech ADRs for each warrant held at an exercise price equivalent to the exercise price of a DARA option divided by 0.136.
F4These preferred shares have no expiration date.
F5These preferred shares were purchased by Midatech pursuant to the merger agreement for $1,000 per share for total consideration of $10,000.