4//SEC Filing
SUN PHARMA GLOBAL INC 4
Accession 0000947871-11-000599
CIK 0000887708other
Filed
Jun 15, 8:00 PM ET
Accepted
Jun 16, 6:15 PM ET
Size
12.7 KB
Accession
0000947871-11-000599
Insider Transaction Report
Form 4
SUN PHARMACEUTICAL INDUSTRIES LTD
10% Owner
Transactions
- Other
Common Stock
2011-06-14+9,710,614→ 31,796,628 total(indirect: See Footnote)
Holdings
- 8,382,666
Common Stock
SUN PHARMA GLOBAL INC
10% Owner
Transactions
- Other
Common Stock
2011-06-14+9,710,614→ 31,796,628 total(indirect: See Footnote)
Holdings
- 8,382,666
Common Stock
SHANGHVI DILIP S
Director(Non-Executive) Chairman
Transactions
- Other
Common Stock
2011-06-14+9,710,614→ 31,796,628 total(indirect: See Footnote)
Holdings
- 8,382,666
Common Stock
Footnotes (6)
- [F1]At a special meeting of stockholders held on June 14, 2011 (the "Special Meeting"), the stockholders of Caraco Pharmaceutical Laboratories, Ltd. ("Caraco") voted to approve and adopt the Agreement and Plan of Merger, dated as of February 21, 2011 (the "Merger Agreement"), by and among Sun Pharmaceutical Industries Limited ("Sun Pharma"), Sun Pharma Global, Inc. ("Sun Global"), Sun Laboratories, Inc. ("Sun Laboratories") and Caraco. Immediately following the approval and adoption, on June 14, 2001, Sun Laboratories was merged (the "Merger") with and into Caraco, with Caraco as the surviving corporation. (footnote continued)
- [F2](continued from Footnote 1) Pursuant to the Merger Agreement, as of the effective time of the Merger (the "Effective Time"), each share of common stock of Caraco issued and outstanding immediately prior to the Effective Time (other than shares of common stock held by Sun Pharma and Sun Global, and shares held by dissenting stockholders) was converted into the right to receive $5.25, without interest and subject to any applicable withholding taxes. Each share, including those held by dissenting stockholders, not held by Sun Pharma or Sun Global was then automatically cancelled and ceases to exist.
- [F3](continued from Footnote 1) Also at the Effective Time: each of the 100 shares of common stock of Sun Laboratories held by Sun Global that was issued and outstanding immediately prior to the Effective time was converted into one share of common stock of Caraco; each share of common stock of Caraco held by Sun Pharma immediately prior to the Effective Time remained outstanding following the Merger as a share of common stock of Caraco; and each share of common stock of Caraco held by Sun Global immediately prior to the Effective Time remained outstanding following the Merger and was converted into the number of shares of common stock of Caraco equal to the sum of the number of shares of common stock of Caraco owned by Sun Global immediately prior to the Effective Time and the number of shares of common stock of Caraco held by Caraco's stockholders other than Sun Pharma and Sun Global immediately prior to the Effective Time.
- [F4](continued from Footnote 1) As a result of the Merger, all of Caraco's issued and outstanding common stock is owned by Sun Pharma and Sun Global. In addition, as a result of the Merger, Caraco's common stock ceased trading on the NYSE Amex as of the close of trading on June 14, 2011, and the NYSE Amex will file an application on Form 25 with the SEC to report that Caraco's common stock is no longer listed on the NYSE Amex. Caraco expects to file a Form 15 with the SEC to provide notice of the suspension of its duty to file reports under Section 15(d) of the Securities Exchange Act of 1934, as amended.
- [F5]These shares are owned directly by Sun Global. Dilip S. Shanghvi is the controlling shareholder of Sun Pharma. Sun Pharma and Mr. Shanghvi disclaim beneficial ownership of the reported shares except to the extent of their respective pecuniary interests therein.
- [F6]These shares are owned directly by Sun Pharma. Dilip S. Shanghvi is the controlling shareholder of Sun Pharma. Mr. Shanghvi disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein.
Documents
Issuer
CARACO PHARMACEUTICAL LABORATORIES LTD
CIK 0000887708
Entity typeother
Related Parties
1- filerCIK 0001197088
Filing Metadata
- Form type
- 4
- Filed
- Jun 15, 8:00 PM ET
- Accepted
- Jun 16, 6:15 PM ET
- Size
- 12.7 KB