4//SEC Filing
Richardson Peter C 4
Accession 0000899243-22-019794
CIK 0001016169other
Filed
May 25, 8:00 PM ET
Accepted
May 26, 5:27 PM ET
Size
14.4 KB
Accession
0000899243-22-019794
Insider Transaction Report
Form 4
Richardson Peter C
EVP, R&D Chief Medical Officer
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2022-05-24−59,179→ 0 totalExercise: $4.01→ Common Stock (59,179 underlying) - Disposition to Issuer
Stock Option (right to buy)
2022-05-24−69,037→ 0 totalExercise: $4.42→ Common Stock (69,037 underlying) - Disposition to Issuer
Common Stock
2022-05-24$5.60/sh−36,199$202,714→ 0 total - Disposition to Issuer
Common Stock
2022-05-24$5.60/sh−14,414$80,718→ 0 total
Footnotes (5)
- [F1]Each Company (as defined below) restricted stock unit ("Company RSU") means any restricted stock unit granted under the Company Equity Plan. At the Effective Time (as defined below), each Company RSU that was outstanding immediately prior to the Effective Time was cancelled at the Effective Time and converted into the right to receive a cash payment equal to the product of (i) the number of Shares (as defined below) issuable in settlement of the Company RSU immediately prior to the Effective Time multiplied by (ii) the Merger Consideration (as defined below).
- [F2]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 12, 2022, by and among the Issuer, Antares Pharma, Inc., a Delaware corporation (the "Company"), Halozyme Therapeutics, Inc., a Delaware corporation ("Parent"), and Atlas Merger Sub, Inc., a Delaware corporation ("Purchaser") and a wholly owned subsidiary of Parent, to which Purchaser completed a tender offer for shares of common stock of Issuer, $0.01 par value per share (each, a "Share") and thereafter merged with and into the Issuer (the "Merger") effective as of May 24, 2022 (the "Effective Time").
- [F3](Continued from Footnote 2) At the Effective Time, each Share outstanding immediately prior to the Effective Time (other than Excluded Shares) was converted into the right to receive $5.60 in cash, without interest (the "Merger Consideration") and subject to any withholding of taxes required by applicable legal requirements, upon the terms and subject to the conditions of the Merger Agreement. From and after the Effective Time, all Shares were no longer outstanding and were automatically cancelled.
- [F4]Each Company performance restricted stock unit ("Company PSU") means any performance stock unit granted under the Company Equity Plan. At the Effective Time, each Company PSU that was outstanding immediately prior to the Effective Time was cancelled at the Effective Time and converted into the right to receive a cash payment equal to the product of (i) the number of Shares issuable in settlement of the Company PSU (at the target level of performance) immediately prior to the Effective Time multiplied by (ii) the Merger Consideration.
- [F5]Each Company option to purchase Shares ("Company Option") means any option to purchase Shares granted under the Company Equity Plan. At the Effective Time, each Company Option that was then outstanding as of immediately prior to the Effective Time was, to the extent unvested, accelerated and became fully vested and exercisable effective prior to the Effective Time. Each Company Option that was outstanding and unexercised as of immediately prior to the Effective Time was cancelled and converted into the right to receive cash in an amount equal to the product of (i) the total number of Shares subject to such Company Option immediately prior to the Effective Time, multiplied by (ii) the excess of (A) the Merger Consideration over (B) the exercise price payable per Share under such Company Option.
Documents
Issuer
ANTARES PHARMA, INC.
CIK 0001016169
Entity typeother
Related Parties
1- filerCIK 0001343502
Filing Metadata
- Form type
- 4
- Filed
- May 25, 8:00 PM ET
- Accepted
- May 26, 5:27 PM ET
- Size
- 14.4 KB