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