Filing Details
- Accession Number:
- 0001209191-19-059242
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2019-12-05 13:36:10
- Reporting Period:
- 2019-12-04
- Accepted Time:
- 2019-12-05 13:36:10
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 820081 | Cambrex Corp | CBM | Pharmaceutical Preparations (2834) | 222476135 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1640225 | J. Louis Grabowsky | One Meadowlands Plaza East Rutherford NJ 07073 | Yes | No | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2019-12-04 | 183 | $46.91 | 7,272 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2019-12-04 | 1,613 | $45.12 | 8,885 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2019-12-04 | 1,577 | $58.98 | 10,462 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2019-12-04 | 1,980 | $53.70 | 12,442 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2019-12-04 | 2,766 | $40.06 | 15,208 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2019-12-04 | 15,208 | $60.00 | 0 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Stock Option (right to buy) | Acquisiton | 2019-12-04 | 183 | $0.00 | 183 | $46.91 |
| Common Stock | Stock Option (right to buy) | Acquisiton | 2019-12-04 | 1,613 | $0.00 | 1,613 | $45.12 |
| Common Stock | Stock Option (right to buy) | Acquisiton | 2019-12-04 | 1,577 | $0.00 | 1,577 | $58.98 |
| Common Stock | Stock Option (right to buy) | Acquisiton | 2019-12-04 | 1,980 | $0.00 | 1,980 | $53.70 |
| Common Stock | Stock Option (right to buy) | Acquisiton | 2019-12-04 | 2,766 | $0.00 | 2,766 | $40.06 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | M | Direct | ||
| 0 | No | 4 | M | Direct | ||
| 0 | No | 4 | M | Direct | ||
| 0 | No | 4 | M | Direct | ||
| 0 | Yes | 4 | M | Direct |
Footnotes
- Disposed of for $60.00 per share pursuant to the terms of that certain Agreement and Plan of Merger dated as of August 7, 2019, by and among Catalog Intermediate Inc. ("Parent"), Catalog Merger Sub ("Merger Sub"), each entities controlled by investment funds advised by Permira Advisors LLC, and the Company (the "Merger Agreement"). All terms capitalized but not defined shall have the respective meanings given to them in the Merger Agreement.
- Each option to purchase shares of Company Common Stock (each, a "Company Option") that was outstanding and unexercised immediately prior to the Effective Time, whether vested or unvested, was cancelled and automatically converted into the right to receive an amount in cash, without interest thereon, equal to the product of $60.00 (less the exercise price per share attributable to such Company Option), multiplied by the total number of shares of Company Common Stock issuable upon exercise in full of such Company Option, provided that if the exercise price per share of any such Company Option was equal to or greater than $60.00, such Company Option was cancelled for no consideration. The Company Options reported herein were canceled in the merger in exchange for a cash payment of $60.00 per share subject to such Company Option.
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