0000899243-16-024948.txt : 20160712
0000899243-16-024948.hdr.sgml : 20160712
20160712161851
ACCESSION NUMBER: 0000899243-16-024948
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160712
FILED AS OF DATE: 20160712
DATE AS OF CHANGE: 20160712
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Celator Pharmaceuticals Inc
CENTRAL INDEX KEY: 0001327467
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 202680869
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 303B COLLEGE ROAD EAST
CITY: PRINCETON
STATE: NJ
ZIP: 08540
BUSINESS PHONE: (609) 243-0123
MAIL ADDRESS:
STREET 1: 303B COLLEGE ROAD EAST
CITY: PRINCETON
STATE: NJ
ZIP: 08540
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DOUGHERTY MICHAEL R
CENTRAL INDEX KEY: 0001033516
STATE OF INCORPORATION: PA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36179
FILM NUMBER: 161764133
MAIL ADDRESS:
STREET 1: C/O ADOLOR CORP
STREET 2: 700 PENNSYLVANIA DR
CITY: EXTON
STATE: PA
ZIP: 19341
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-07-12
1
0001327467
Celator Pharmaceuticals Inc
CPXX
0001033516
DOUGHERTY MICHAEL R
C/O CELATOR PHARMACEUTICALS
200 PRINCETONSOUTH CORP. CENTER, STE 180
EWING
NJ
08628
1
1
0
0
Executive Chairman
Common Stock
2016-07-12
4
D
0
20000
30.25
D
0
D
Stock Option (right to buy)
3.116
2016-07-12
4
D
0
28000
27.134
D
2023-07-23
Common Stock
28000
0
D
Stock Option (right to buy)
2.80
2016-07-12
4
D
0
14000
27.45
D
2024-06-12
Common Stock
14000
0
D
Stock Option (right to buy)
2.65
2016-07-12
4
D
0
20600
27.60
D
2024-08-14
Common Stock
20600
0
D
Stock Option (right to buy)
2.60
2016-07-12
4
D
0
22000
27.65
D
2025-06-11
Common Stock
22000
0
D
Stock Option (right to buy)
2.18
2016-07-12
4
D
0
500000
28.07
D
2025-08-20
Common Stock
500000
0
D
Stock Option (right to buy)
1.32
2016-01-27
4
D
0
75000
28.93
D
2026-01-27
Common Stock
75000
0
D
Stock Option (right to buy)
1.32
2016-01-27
4
D
0
17457
28.93
D
2026-01-27
Common Stock
17457
0
D
Disposed of pursuant to the merger under the Agreement and Plan of Merger dated as of May 27, 2016 among Jazz Pharmaceuticals plc, Plex Merger Sub, Inc. and the Issuer (the "Merger") in exchange for a cash payment, representing the $30.25 purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 9,334 options vest on July 23, 2014; (ii) 16,331 options vest in seven consecutive quarterly installments of 2,333 shares, each on the 23rd day of the respective month beginning on October 23, 2014 and continuing through April 23, 2016, and (iii) 2,335 options vest on July 23, 2016) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 4,666 options vest on June 12, 2015; (ii) 8,162 options vest in seven consecutive quarterly installments of 1,166 shares, each on the 12th day of the respective month beginning September 12, 2015 and continuing through March 12, 2017, and (iii) 1,172 options vest on June 12, 2017) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows vests as follows: (i) 6,866 options vest on August 14, 2015; (ii) 12, 012 options vest in seven consecutive quarterly installments of 1,716 shares each on the 23rd day of the respective month beginning on November 14, 2015 and continuing through May 14, 2017, and (iii) 1,722 options vest on August 14, 2017) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 7,333 options vest on June 11, 2016; (ii) 12,831 options vest in seven consecutive quarterly installments of 1,833 shares each on the 11th day of each respective month, beginning September 11, 2015 and continuing through March 11, 2018 and (iii)1,836 options vest on Jun 11, 2018) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting in 35 consecutive monthly installments of 13,889 shares each on the 20th day of each month beginning September 20, 2015 and continuing through July 20, 2018 with a final installment of 13,885 shares on August 20, 2018) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which had provided for vesting as follows: (i) 18,750 options vest on January 27, 2017; and (ii) 51,557 options vest in 11 consecutive quarterly installments of 4,687 shares vest on the 27th day of each respective month, beginning April 27, 2017 and continuing through October 27, 2019 and (iii) 4,693 options vest on January 27, 2020) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
The option (which vested on March 14, 2016, the date the Issuer announced analysis of overall survival of Study 301, its Phase 3 clinical study) was canceled in the Merger in exchange for a cash payment, representing the difference between the exercise price per share of the option and $30.25, the purchase price per share of Issuer common stock in the Merger, multiplied by the number of shares.
/s/ Fred M. Powell, attorney-in-fact
2016-07-12