0000904454-16-001529.txt : 20161103 0000904454-16-001529.hdr.sgml : 20161103 20161103214515 ACCESSION NUMBER: 0000904454-16-001529 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161101 FILED AS OF DATE: 20161103 DATE AS OF CHANGE: 20161103 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tobira Therapeutics, Inc. CENTRAL INDEX KEY: 0001311596 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 030422069 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 701 GATEWAY BLVD STREET 2: SUITE 300 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-741-6625 MAIL ADDRESS: STREET 1: 701 GATEWAY BLVD STREET 2: SUITE 300 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: Tibira Therapeutics, Inc. DATE OF NAME CHANGE: 20150506 FORMER COMPANY: FORMER CONFORMED NAME: Regado Biosciences Inc DATE OF NAME CHANGE: 20041215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Halak Brian K CENTRAL INDEX KEY: 0001354718 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35953 FILM NUMBER: 161973473 MAIL ADDRESS: STREET 1: C/O DOMAIN ASSOCIATES STREET 2: ONE PALMER SQUARE CITY: PRINCETON STATE: NJ ZIP: 08542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VITULLO NICOLE CENTRAL INDEX KEY: 0001196863 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35953 FILM NUMBER: 161973474 MAIL ADDRESS: STREET 1: 3030 SCIENCE PARK ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TREU JESSE I CENTRAL INDEX KEY: 0001013425 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35953 FILM NUMBER: 161973475 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOVEY BRIAN H CENTRAL INDEX KEY: 0001207786 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35953 FILM NUMBER: 161973476 MAIL ADDRESS: STREET 1: ONE PALMER SQUARE CITY: PRINCETON STATE: NJ ZIP: 08542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLAIR JAMES C CENTRAL INDEX KEY: 0001024000 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35953 FILM NUMBER: 161973477 MAIL ADDRESS: STREET 1: 5880 PACIFIC CENTER BLVD CITY: SAN DIEGO STATE: CA ZIP: 92121-4204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DP VII ASSOCIATES LP CENTRAL INDEX KEY: 0001372932 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35953 FILM NUMBER: 161973478 BUSINESS ADDRESS: STREET 1: ONE PALMER SQ STREET 2: STE 515 CITY: PRINCETON STATE: NJ ZIP: 08542 MAIL ADDRESS: STREET 1: ONE PALMER SQ STREET 2: STE 515 CITY: PRINCETON STATE: NJ ZIP: 08542 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2016-11-01 1 0001311596 Tobira Therapeutics, Inc. TBRA 0001372932 DP VII ASSOCIATES LP C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001024000 BLAIR JAMES C C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001207786 DOVEY BRIAN H C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001013425 TREU JESSE I C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001196863 VITULLO NICOLE C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 0001354718 Halak Brian K C/O DOMAIN ASSOCIATES, LLC ONE PALMER SQUARE PRINCETON NJ 08542 0 0 1 0 Common Stock 2016-11-01 4 U 0 47613 28.35 D 0 D The securities reported as directly beneficially owned by the designated Reporting Person may be deemed to be indirectly beneficially owned by each of the Reporting Owners listed below, each of whom is a managing member of One Palmer Square Associates VII, LLC, the sole general partner of the designated Reporting Person. Pursuant to Instruction 4(b)(iv) of Form 4, each such individual has elected to report as indirectly beneficially owned the entire number of securities owned by the designated Reporting Person, however each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his or her pecuniary interest therein and/or that are not actually distributed to him or her. Pursuant to the terms of a merger agreement, pursuant to which the Issuer was acquired by Allergan Holdco US, Inc., the shares were tendered for $28.35 per share in cash plus one non-transferable contingent value right per share, which represents the contractual right to receive one or more payments in cash of up to $49.84 per share in the aggregate, contingent upon the achievement of certain milestones. /s/ Lisa A. Kraeutler, as attorney-in-fact for DP VII Associates, L.P., J. Blair, B. Dovey, J. Treu, N. Vitullo and B. Halak 2016-11-03