DYAX CORP 4
4 · DYAX CORP · Filed Jan 22, 2016
Insider Transaction Report
Form 4
DYAX CORPDYAX
Pucci Paolo
Director
Transactions
- Disposition to Issuer
Common Stock
2016-01-22−80,000→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2016-01-22−50,000→ 0 totalExercise: $26.23Exp: 2022-05-09→ Common Stock (50,000 underlying)
Footnotes (3)
- [F1]Disposition of securities in connection with the acquisition of Dyax Corp. by Shire plc pursuant to an Agreement and Plan of Merger dated November 2, 2015 by and among Dyax Corp., Shire plc, Shire Pharmaceuticals International, and Parquet Courts, Inc. (the "Merger Agreement"). At the effective time of the merger, these shares of the common stock of Dyax Corp. (the "Common Stock") were cancelled and converted into the right to receive (a) $37.30 per share in cash and (b) one contractual contingent value right ("CVR") per share, which represents the right to receive a contingent payment of $4.00 in cash if the specified milestone is achieved, pursuant to a Contingent Value Rights Agreement ("CVR Agreement") to be entered into between Shire plc and a rights agent.
- [F2]The options became exercisable in twelve (12) substantially equal installments on each monthly anniversary of the date of grant, May 12, 2015.
- [F3]Pursuant to the terms of the Merger Agreement, at the effective time of the merger, these options to purchase Common Stock (whether vested or unvested) were cancelled and converted into only the right to receive (a) an amount in cash equal to the product of (i) the excess of (A) $37.30 over (B) the exercise price per share of such option, and (ii) the number of shares underlying such Company Option and (b) one CVR for each share subject to such option in accordance with and subject to the CVR Agreement.