0001341004-17-000538.txt : 20170829 0001341004-17-000538.hdr.sgml : 20170829 20170829165538 ACCESSION NUMBER: 0001341004-17-000538 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170829 DATE AS OF CHANGE: 20170829 GROUP MEMBERS: JLL ASSOCIATES V (PATHEON), L.P. GROUP MEMBERS: JLL PARTNERS FUND V (NEW PATHEON), L.P. GROUP MEMBERS: JLL PARTNERS FUND VI (PATHEON), L.P. GROUP MEMBERS: JLL PATHEON CO-INVESTMENT FUND, L.P. GROUP MEMBERS: JLL PATHEON FF II, LLC GROUP MEMBERS: JLL/DELTA PATHEON GP, LTD. GROUP MEMBERS: JLL/DELTA PATHEON HOLDINGS, L.P. GROUP MEMBERS: PATHEON HOLDCO COOPERATIEF U.A. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Patheon N.V. CENTRAL INDEX KEY: 0001643848 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 981153534 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89586 FILM NUMBER: 171058537 BUSINESS ADDRESS: STREET 1: EVERT VAN DE BEEKSTRAAT 104 CITY: AMSTERDAM SCHIPHOL STATE: P7 ZIP: 1118 CN BUSINESS PHONE: 31 (20) 622-3243 MAIL ADDRESS: STREET 1: EVERT VAN DE BEEKSTRAAT 104 CITY: AMSTERDAM SCHIPHOL STATE: P7 ZIP: 1118 CN FORMER COMPANY: FORMER CONFORMED NAME: Patheon Holdings Cooperatief U.A. DATE OF NAME CHANGE: 20150601 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JLL Associates G.P. V (Patheon), Ltd. CENTRAL INDEX KEY: 0001679434 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O JLL PARTNERS STREET 2: 450 LEXINGTON AVE., 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (212) 286-8600 MAIL ADDRESS: STREET 1: C/O JLL PARTNERS STREET 2: 450 LEXINGTON AVE., 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13D/A 1 sc13da.htm FORM SC 13D/A FOR JLL ASSOCIATES G.P. V (PATHEON), LTD.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Patheon N.V.
(Name of Issuer)

Ordinary shares, par value €0.01 per share
(Title of Class of Securities)

N6865W105
(CUSIP Number)

JLL Associates G.P. V (Patheon), Ltd.
450 Lexington Avenue, 31st Floor
New York, New York 10017
Attention: Paul S. Levy
(212) 286-8600

With a copy to:

Robert B. Pincus, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
One Rodney Square, P.O. Box 636
Wilmington, Delaware 19899-0636
(302) 651-3000
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
 
August 29, 2017
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

NOTE:     Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 240.13d-7 for other parties to whom copies are to be sent.

*  
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 


 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL Associates G.P. V (Patheon), Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
CO





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL Partners Fund VI (Patheon), L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
PN





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL Patheon FF II, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
OO





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL Associates V (Patheon), L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
PN





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL/Delta Patheon Holdings, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
PN





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL/Delta Patheon GP, Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
CO





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Patheon Holdco Coöperatief U.A.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
The Netherlands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
OO





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL Partners Fund V (New Patheon), L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
PN





 
SCHEDULE 13D
 
CUSIP No.  N6865W105
 
 


1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JLL Patheon Co-Investment Fund, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)  o
(b)  x
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
OO
5
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
o 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
 
0
 
8
SHARED VOTING POWER
 
0
 
9
SOLE DISPOSITIVE POWER
 
0
 
10
SHARED DISPOSITIVE POWER
 
0
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
14
TYPE OF REPORTING PERSON (See Instructions)
PN

 



Explanatory Note
Pursuant to Rule 13d-2 promulgated under the Securities Exchange Act of 1934, as amended, this Amendment No. 2 to Schedule 13D (this “Amendment No. 2”) amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the “Commission”) on August 5, 2016 (the “Original Schedule 13D”) and the Amendment No. 1 to Schedule 13D (“Amendment No. 1”) filed with the Commission on May 19, 2017.  The Original Schedule 13D, Amendment No. 1 and this Amendment No. 2 are together referred to herein as the “Schedule 13D”.
This Amendment No. 2 relates to the ordinary shares, par value €0.01 (“Shares”), of Patheon N.V., a public limited liability company (naamloze vennootschap) organized under the laws of The Netherlands (“Patheon” or “Issuer”).  Except as specifically amended by this Amendment No. 2, items in the Schedule 13D are unchanged.  Capitalized terms used herein that are not defined herein have the meanings ascribed to them in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Considerations
Item 3 is hereby amended and restated in its entirety to read as follows:
“As of the date hereof, the Reporting Persons no longer beneficially own any securities of the Issuer.”
Item 4.  Purpose of Transaction
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following paragraph at the end thereof:
“Pursuant to the Tender and Support Agreements, the Reporting Persons have tendered their respective Shares in the Offer.  The Offer expired at 5:00 p.m., New York City time, on August 28, 2017 and, on August 29, 2017, Purchaser accepted for payment all such Shares in exchange for the Offer Price.  Following such acceptance, the Reporting Persons no longer beneficially own any securities of the Issuer.”
Item 5. Interest in Securities of the Issuer
The first paragraph of Item 5 is hereby amended and restated in its entirety to read as follows:

“The Reporting Persons no longer beneficially own any securities of the Issuer.”

Item 5(a) is hereby amended and restated in its entirety to read as follows:

“(a) As of the date hereof, the Reporting Persons no longer beneficially own any securities of the Issuer.”

Item 5(c) is hereby amended and restated in its entirety to read as follows:

“(c) The transactions effected by the Reporting Persons during the past 60 days are set forth on Schedule 1 attached hereto.”

Item 5(e) is hereby amended and restated in its entirety to read as follows:
 


“(e) Effective August 29, 2017, the Reporting Persons ceased to be the beneficial owners of more than 5% of the Shares of the Issuer.”

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6 is hereby amended and restated in its entirety to read as follows:

“The Reporting Persons are no longer parties to the Shareholders’ Agreement by and among JLL Patheon Co-Investment, Koninklijke DSM N.V., JLL/Delta LP, Patheon Holdco, JLL Associates V, JLL Fund V and JLL Fund VI, or the Tender and Support Agreements.”
 


SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017

 
 
JLL ASSOCIATES G.P. V (PATHEON), LTD.
 
 
 
 
 
 
By: 
/s/ Paul Levy
 
 
 
Name: Paul S. Levy
 
 
 
Title: Managing Director
 


After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017

 
 
JLL PARTNERS FUND VI (PATHEON), L.P.
 
 
 
 
 
 
 
By its general partner,
 
 
 
JLL Associates VI (Patheon), L.P.
 
 
 
 
 
 
 
By its general partner,
 
 
 
JLL Associates G.P. V (Patheon), Ltd.
 
 
 
 
 
 
By: 
/s/ Paul Levy
 
 
 
Name: Paul S. Levy
 
 
 
Title: Managing Director
 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017

 
 
JLL PATHEON FF II, LLC
 
 
 
 
 
 
By: 
/s/ Paul Levy
 
 
 
Name: Paul S. Levy
 
 
 
Title: President
 



 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017
 
   
JLL ASSOCIATES V (PATHEON), L.P.
 
 
 
 
 
By its general partner,
 
 
 
JLL Associates G.P. V (Patheon), Ltd.
 
 
 
 
 
 
By: 
/s/ Paul Levy
 
 
 
Name: Paul S. Levy
 
 
 
Title: Managing Director
 


After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017

 
 
JLL/DELTA PATHEON HOLDINGS, L.P.
 
 
 
 
 
 
 
By its general partner,
 
 
 
JLL/Delta Patheon GP, Ltd.
 
 
 
 
 
 
By: 
/s/ Daniel Agroskin
 
 
 
Name: Daniel Agroskin
 
 
 
Title: Treasurer
 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017

 
 
JLL/DELTA PATHEON GP, LTD.
 
 
 
 
 
 
 
 
 
 
By: 
/s/ Daniel Agroskin
 
 
 
Name: Daniel Agroskin
 
 
 
Title: Treasurer
 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017

 
 
PATHEON HOLDCO COÖPERATIEF U.A.
 
 
 
 
 
 
 
 
 
 
By: 
/s/ Daniel Agroskin
 
 
 
Name: Daniel Agroskin
 
 
 
Title: Director
 
 
 
 
 

 


After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
Dated: August 29, 2017

 
 
JLL PARTNERS FUND V (NEW PATHEON), L.P.
 
 
 
 
 
 
 
By its general partner,
 
 
 
JLL Associates V (New Patheon), L.P.
 
 
 
 
 
 
 
By its general partner,
 
 
 
JLL Associates G.P. V (Patheon), Ltd.
 
 
 
 
 
 
By: 
/s/ Paul Levy
 
 
 
Name: Paul S. Levy
 
 
 
Title: Managing Director
 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 29, 2017

 
 
JLL PATHEON CO-INVESTMENT FUND, L.P.
 
 
 
 
 
 
 
By its general partner,
 
 
 
JLL Associates V (Patheon), L.P.
 
 
 
 
 
 
 
By its general partner,
 
 
 
JLL Associates G.P. V (Patheon), Ltd.
 
 
 
 
 
 
By: 
/s/ Paul Levy
 
 
 
Name: Paul S. Levy
 
 
 
Title: Managing Director
 




SCHEDULE 1

Transactions of the Reporting Persons Effected During the Past 60 Days

All of the below transactions were effected pursuant to the tender offer (the “Offer”) by Thermo Fisher Scientific Inc., a Delaware corporation, and Thermo Fisher (CN) Luxembourg S.à r.l., a private limited liability company (société à responsabilité limitée) organized under the laws of the Grand Duchy of Luxembourg and wholly owned subsidiary of Parent, to purchase all of the outstanding Ordinary Shares at a price of $35.00 per share in cash, without interest.

The following transactions were effected by JLL Partners Fund VI (Patheon), L.P. in the Shares:
Date
Security
Amount of Shs.
Bought / (Sold)
 
Approx. price ($) per Share
August 29, 2017
Ordinary Shares
      (19,985,589)   
35.00

The following transactions were effected by JLL Patheon Co-Investment Fund, L.P. in the Shares:
Date
Security
Amount of Shs.
Bought / (Sold)
 
Approx. price ($) per Share
August 29, 2017
Ordinary Shares
    (24,421,323)     
35.00

The following transactions were effected by JLL Associates V (Patheon), L.P. in the Shares:
Date
Security
Amount of Shs.
Bought / (Sold)
 
Approx. price ($) per Share
August 29, 2017
Ordinary Shares
 (7,013,339)        
35.00

The following transactions were effected by JLL Partners Fund V (New Patheon), L.P. in the Shares:
Date
Security
Amount of Shs.
Bought / (Sold)
 
Approx. price ($) per Share
August 29, 2017
Ordinary Shares
 (4,996,397)     
35.00

The following transactions were effected by JLL Patheon FF II, LLC in the Shares:
Date
Security
Amount of Shs.
Bought / (Sold)
 
Approx. price ($) per Share
August 29, 2017
Ordinary Shares
 (40,287)     
35.00

The following transactions were effected by JLL/Delta Patheon Holdings, L.P. in the Shares:
Date
Security
Amount of Shs.
Bought / (Sold)
 
Approx. price ($) per Share
August 29, 2017
Ordinary Shares
 (17,569)     
35.00

The following transactions were effected by Patheon Holdco Coöperatief U.A. in the Shares:
Date
Security
Amount of Shs.
Bought / (Sold)
 
Approx. price ($) per Share
August 29, 2017
Ordinary Shares
 (5,975,840)     
35.00