0001179110-15-011443.txt : 20150722 0001179110-15-011443.hdr.sgml : 20150722 20150722214818 ACCESSION NUMBER: 0001179110-15-011443 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150722 FILED AS OF DATE: 20150722 DATE AS OF CHANGE: 20150722 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Neos Therapeutics, Inc. CENTRAL INDEX KEY: 0001467652 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 270395455 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2940 N. HIGHWAY 360 STREET 2: SUITE 400 CITY: GRAND PRAIRIE STATE: TX ZIP: 75050 BUSINESS PHONE: 972.408.1360 MAIL ADDRESS: STREET 1: 2940 N. HIGHWAY 360 STREET 2: SUITE 400 CITY: GRAND PRAIRIE STATE: TX ZIP: 75050 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Essex Capital Corp CENTRAL INDEX KEY: 0001648579 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37508 FILM NUMBER: 151001066 BUSINESS ADDRESS: STREET 1: 1486 EAST VALLEY ROAD CITY: MONTECITO STATE: CA ZIP: 93108 BUSINESS PHONE: 805-565-0992 MAIL ADDRESS: STREET 1: 1486 EAST VALLEY ROAD CITY: MONTECITO STATE: CA ZIP: 93108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Iannelli Ralph CENTRAL INDEX KEY: 0001648328 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37508 FILM NUMBER: 151001067 MAIL ADDRESS: STREET 1: 1486 EAST VALLEY ROAD CITY: MONTECITO STATE: CA ZIP: 93108 3 1 edgar.xml FORM 3 - X0206 3 2015-07-22 0 0001467652 Neos Therapeutics, Inc. NEOS 0001648328 Iannelli Ralph C/O NEOS THERAPEUTICS, INC. 2940 N. HIGHWAY 360 GRAND PRAIRIE TX 75050 0 0 1 0 0001648579 Essex Capital Corp C/O NEOS THERAPEUTICS, INC. 2940 N. HIGHWAY 360 GRAND PRAIRIE TX 75050 0 0 1 0 Common Stock 7289 I See Footnote Series A Preferred Stock Common Stock 386415 I See Footnote Series B Preferred Stock Common Stock 31437 I See Footnote Series B Preferred Stock Common Stock 83333 I See Footnote Series B-1 Preferred Stock Common Stock 237500 I See Footnote Series B-1 Preferred Stock Common Stock 20833 I See Footnote Series B-1 Preferred Stock Common Stock 8333 I See Footnote Series C Preferred Stock Common Stock 56874 I See Footnote Series C Preferred Stock Common Stock 81249 I See Footnote Series C Preferred Stock Common Stock 18332 I See Footnote Common Stock Warrant (Right to Buy) 0.024 2016-10-28 Common Stock 33903 I See Footnote Common Stock Warrant (Right to Buy) 0.024 2016-10-28 Common Stock 5208 I See Footnote Common Stock Warrant (Right to Buy) 0.024 2016-10-28 Common Stock 1577 I See Footnote Preferred Stock Warrant (Right to Buy) 5.00 2018-02-19 Series C Preferred Stock 14791 I See Footnote Security listed in column 1 is held directly by Essex Capital Corporation ("Essex"), of which Ralph Iannelli is the sole stockholder. The Series B preferred stock, Series B-1 preferred stock and Series C preferred stock are convertible into common stock on a 2.4-for-1 basis into the number of shares of common stock as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering. The Series B preferred stock, Series B-1 preferred stock and Series C preferred stock have no expiration date. Security listed in column 1 is held directly by KF Investment Partners, LP ("KF"). Essex is the 50% limited partner of KF, and Ralph Iannelli is the General Partner of KF and may be deemed to have voting and dispositive power with respect to such shares. Each Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. Security listed in column 1 is held directly in the name of of SIU Capital LLC ("SIU"). Essex is the 50% limited partner of SIU, and Ralph Iannelli is the Managing Member of SIU, and may be deemed to have voting and dispositive power with respect to such shares. Each Reporting Person disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. The warrant is exercisable at any time at the holder's election for the number of shares of common stock shown in column 3. The warrant is exercisable at the earlier of (i) the holder's election for the number of shares of Series C preferred stock (a) shown in column 3 at a price of $5.00 per share of Series C preferred stock or (b) such number of shares issuable pursuant to a cashless net exercise provision pursuant to which the holder surrenders the warrant and recieves a net number of shares of Series C preferred stock based on the fair market value of such stock at the time of exercise, after deducting the aggregate exercise price (the "Cashless Exercise Provision"); and (ii) immediately prior to the closing of the Issuer's initial public offering pursuant to the Cashless Exercise Provision. Exhibit List: Exhibit 24.1 - Power of Attorney /s/ Benjamin Piper, attorney-in-fact 2015-07-22 /s/ Benjamin Piper, attorney-in-fact 2015-07-22 EX-24 2 ex24-iannelli.htm

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Richard Eisenstadt, Meredith Blount and Benjamin Piper, signing singly, the undersigned’s true and lawful attorney-in-fact to:

(1)

execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of Neos Therapeutics, Inc. (the “Company”), Forms 3, 4 and 5 and amendments thereto in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2)

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and amendments thereto and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney may be filed with the United States Securities and Exchange Commission as a confirming statement of the authority granted herein.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of July 15, 2015.

/s/ Ralph Iannelli__________
Signature

Ralph Iannelli_____________
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