0000919574-14-004906.txt : 20140818
0000919574-14-004906.hdr.sgml : 20140818
20140818182528
ACCESSION NUMBER: 0000919574-14-004906
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140814
FILED AS OF DATE: 20140818
DATE AS OF CHANGE: 20140818
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: QUESTCOR PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0000891288
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 330476164
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1300 NORTH KELLOGG DRIVE
STREET 2: SUITE D
CITY: ANAHEIM
STATE: CA
ZIP: 92807
BUSINESS PHONE: 714-786-4200
MAIL ADDRESS:
STREET 1: 1300 NORTH KELLOGG DRIVE
STREET 2: SUITE D
CITY: ANAHEIM
STATE: CA
ZIP: 92807
FORMER COMPANY:
FORMER CONFORMED NAME: CYPROS PHARMACEUTICAL CORP
DATE OF NAME CHANGE: 19930328
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BRADSHER NEAL C
CENTRAL INDEX KEY: 0001278388
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14758
FILM NUMBER: 141050226
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BROADWOOD CAPITAL INC
CENTRAL INDEX KEY: 0001278387
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14758
FILM NUMBER: 141050227
BUSINESS ADDRESS:
STREET 1: 724 FIFTH AVENUE
STREET 2: 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-508-5735
MAIL ADDRESS:
STREET 1: 724 FIFTH AVENUE
STREET 2: 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BROADWOOD PARTNERS LP
CENTRAL INDEX KEY: 0001278386
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14758
FILM NUMBER: 141050228
BUSINESS ADDRESS:
STREET 1: C/O BROADWOOD CAPITAL INC.
STREET 2: 724 FIFTH AVENUE, 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-508-5735
MAIL ADDRESS:
STREET 1: C/O BROADWOOD CAPITAL INC.
STREET 2: 724 FIFTH AVENUE, 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
4
1
p6086677.xml
OWNERSHIP DOCUMENT
X0306
4
2014-08-14
1
0000891288
QUESTCOR PHARMACEUTICALS INC
QCOR
0001278386
BROADWOOD PARTNERS LP
C/O BROADWOOD CAPITAL INC.
724 FIFTH AVENUE, 9TH FLOOR
NEW YORK
NY
10019
1
0
0
0
0001278387
BROADWOOD CAPITAL INC
724 FIFTH AVENUE, 9TH FLOOR
NEW YORK
NY
10019
1
0
0
0
0001278388
BRADSHER NEAL C
C/O BROADWOOD CAPITAL INC.
724 FIFTH AVENUE, 9TH FLOOR
NEW YORK
NY
10019
1
0
0
0
Common Stock
2014-08-14
4
J
0
1818248
D
0
D
Common Stock
2014-08-14
4
J
0
0
0
D
0
I
See footnote
Common Stock
2014-08-14
4
D
0
11683
D
0
D
Stock Option (right to buy)
0.53
2014-08-14
4
D
0
32500
D
2014-12-31
Common Stock
32500
0
D
Stock Option (right to buy)
1.04
2014-08-14
4
D
0
32500
D
2015-12-31
Common Stock
32500
0
D
Stock Option (right to buy)
1.47
2014-08-14
4
D
0
32500
D
2016-12-31
Common Stock
32500
0
D
Stock Option (right to buy)
5.77
2014-08-14
4
D
0
32500
D
2017-12-31
Common Stock
32500
0
D
Stock Option (right to buy)
9.31
2014-08-14
4
D
0
32500
D
2018-12-31
Common Stock
32500
0
D
Stock Option (right to buy)
4.75
2014-08-14
4
D
0
32500
D
2019-12-31
Common Stock
32500
0
D
Stock Option (right to buy)
14.73
2014-08-14
4
D
0
17500
D
2020-12-31
Common Stock
17500
0
D
Stock Option (right to buy)
14.73
2014-08-14
4
D
0
15000
D
2020-12-31
Common Stock
15000
0
D
Stock Option (right to buy)
40.37
2014-08-14
4
D
0
15214
D
2022-05-09
Common Stock
15214
0
D
Stock Option (right to buy)
34.86
2014-08-14
4
D
0
9203
D
2023-05-24
Common Stock
9203
0
D
Pursuant to the Agreement and Plan of Merger, dated April 5, 2014 (the "Merger Agreement"), by and among Mallinckrodt plc ("Mallinckrodt"), Quincy Merger Sub, Inc. and Questcor Pharmaceuticals, Inc. ("Questcor"), Mallinckrodt acquired Questcor in a merger transaction (the "Merger") which closed at 4:30 p.m. EST, on August 14, 2014 (the "Effective Time"). At the Effective Time, each share of Questcor common stock (except for certain shares defined in the Merger Agreement) converted into the right to receive, without interest, (a) $30.00 in cash and (b) 0.897 of an ordinary share of Mallinckrodt, in exchange for such share of Questcor common stock ("Merger Consideration").
These securities are owned by Broadwood Partners, L.P., which is a reporting person.
These securities are owned by Neal C. Bradsher, who is a reporting person.
The reported securities are directly owned by Broadwood Partners, L.P. and may be deemed beneficially owned by Broadwood Capital, Inc. as General Partner of Broadwood Partners, L.P. and Neal C. Bradsher as President of Broadwood Capital, Inc. Broadwood Capital, Inc. and Neal C. Bradsher are each a reporting person. Each of Broadwood Capital, Inc. and Neal C. Bradsher disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Pursuant to terms of the Merger, at the Effective Time, each Questcor stock option, whether vested or unvested, held by Questcor non-employee directors converted into the right to receive the Merger Consideration with respect to each share of Questcor common stock subject to such option immediately prior to the effective time of the Merger, net of the applicable exercise price.
Fully exercisable.
Broadwood Partners, L.P., By: Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President
2014-08-18
Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President
2014-08-18
/s/ Neal C. Bradsher
2014-08-18