4//SEC Filing
McInnis Joe 4
Accession 0001104659-20-064800
CIK 0001586105other
Filed
May 20, 8:00 PM ET
Accepted
May 21, 4:33 PM ET
Size
6.2 KB
Accession
0001104659-20-064800
Insider Transaction Report
Form 4
McInnis Joe
Director
Transactions
- Disposition to Issuer
Common Stock
2020-05-20−26,953→ 0 total
Footnotes (2)
- [F1]Common stock and derivative securities of Zyla Life Sciences ("Issuer") were disposed of pursuant to the Agreement and Plan of Merger, dated as of March 16, 2020 (the "Merger Agreement"), by and among Issuer, Assertio Holdings, Inc. ("Parent"), Assertio Therapeutics, Inc., Alligator Merger Sub, Inc. and Zyla Merger Sub, Inc. ("Merger Sub"), pursuant to which each share of the Issuer's common stock issued and outstanding immediately prior to the effective time of the merger of Merger Sub with and into Issuer (the "Effective Time") was converted into the right to receive, and became exchangeable for, (1) 2.5 shares of Parent common stock for each share of Issuer's common stock and (2) any cash in lieu of fractional shares of Parent common stock. Parent common stock had a market value of approximately $0.80 per share at the close of market immediately prior to the Effective Time.
- [F2]Includes unvested time-based restricted stock units representing a contingent right to receive 26,953 shares of Issuer common stock upon vesting and settlement of such time-based restricted stock units. At the Effective Time, all outstanding time-based restricted stock units of Issuer were cancelled and, in exchange therefor, each former holder of any such cancelled restricted stock unit has the right to receive a number of shares of fully vested Parent common stock (rounded to the nearest whole number) equal to the product of (1) 2.5 and (2) the number of shares of Issuer common stock covered by such restricted stock unit.
Documents
Issuer
Zyla Life Sciences
CIK 0001586105
Entity typeother
Related Parties
1- filerCIK 0001588987
Filing Metadata
- Form type
- 4
- Filed
- May 20, 8:00 PM ET
- Accepted
- May 21, 4:33 PM ET
- Size
- 6.2 KB