0001209191-18-046788.txt : 20180815 0001209191-18-046788.hdr.sgml : 20180815 20180815162035 ACCESSION NUMBER: 0001209191-18-046788 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180814 FILED AS OF DATE: 20180815 DATE AS OF CHANGE: 20180815 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Patel Nikin CENTRAL INDEX KEY: 0001587273 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10352 FILM NUMBER: 181021239 MAIL ADDRESS: STREET 1: 4 LIBERTY SQUARE STREET 2: 4TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: JUNIPER PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000821995 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 592758596 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 33 ARCH STREET STREET 2: SUITE 3110 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-639-1500 MAIL ADDRESS: STREET 1: 33 ARCH STREET STREET 2: SUITE 3110 CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: COLUMBIA LABORATORIES INC DATE OF NAME CHANGE: 19920703 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-08-14 1 0000821995 JUNIPER PHARMACEUTICALS INC JNP 0001587273 Patel Nikin C/O JUNIPER PHARMACEUTICALS INC. 33 ARCH STREET, SUITE 3110 BOSTON MA 02110 1 1 0 0 Chief Operating Officer Common Stock 2018-08-14 4 M 0 40000 7.90 A 264784 D Common Stock 2018-08-14 4 M 0 10000 4.05 A 274784 D Common Stock 2018-08-14 4 M 0 53000 5.15 A 327784 D Common Stock 2018-08-14 4 M 0 50000 7.82 A 377784 D Common Stock 2018-08-14 4 M 0 32000 5.56 A 409784 D Common Stock 2018-08-14 4 M 0 32000 7.05 A 441784 D Common Stock 2018-08-14 4 F 0 123823 11.50 D 317961 D Common Stock 2018-08-14 4 A 0 10500 11.50 D 328461 D Employee Stock Option (right to buy) 7.90 2018-08-14 4 M 0 40000 D 2025-02-09 Common Stock 40000 0 D Employee Stock Option (right to buy) 4.05 2018-08-14 4 M 0 10000 D 2024-04-11 Common Stock 10000 0 D Employee Stock Option (right to buy) 5.15 2018-08-14 4 M 0 53000 D 2024-03-03 Common Stock 53000 0 D Employee Stock Option (right to buy) 7.82 2018-08-14 4 M 0 50000 D 2023-02-19 Common Stock 50000 0 D Employee Stock Option (right to buy) 5.56 2018-08-14 4 M 0 32000 D 2022-02-11 Common Stock 32000 0 D Employee Stock Option (right to buy) 7.05 2018-08-14 4 M 0 32000 D 2021-03-10 Common Stock 32000 0 D 123,823 shares at $11.50 per share were withheld and surrendered to the Issuer as part of a net cashless exercise in connection with the merger. Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") among Catalent Pharma Solutions, Inc., Catalent Boston, Inc. and Juniper Pharmaceuticals Inc. (the "Issuer") dated as of July 2, 2018. At the effective time of the merger (the "Effective Time") as contemplated in the Merger Agreement, each share of outstanding Issuer common stock (other than appraisal shares and certain other shares), and each outstanding and unexercised Issuer stock option (whether vested or unvested) and each outstanding unvested restricted stock unit, immediately prior to the Effective Time were cancelled in exchange for $11.50 per share, net in cash, without interest, less any applicable taxes and applicable exercise price for the stock option (the "Offer Price"). This option vests automatically upon a change in control, which occurred when the tender offer contemplated by the Merger Agreement was completed on August 14, 2018. This option was exercised immediately prior to the Effective Time of the merger. /s/ Jeffrey Young, Attorney-in-Fact 2018-08-15