4//SEC Filing
Abraxis BioScience, Inc. 4
Accession 0001209191-10-050700
CIK 0001409012operating
Filed
Oct 17, 8:00 PM ET
Accepted
Oct 18, 6:50 PM ET
Size
8.5 KB
Accession
0001209191-10-050700
Insider Transaction Report
Form 4
CELGENE CORP /DE/
10% Owner
Transactions
- Purchase
Common Stock
2010-10-15+40,735,300→ 100 total
Artistry Acquisition Corp.
10% Owner
Transactions
- Purchase
Common Stock
2010-10-15+40,735,300→ 100 total
Footnotes (5)
- [F1]This form is a joint filing by Celgene Corporation, a Delaware corporation ("Parent") and Artistry Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub").
- [F2]This Form 4 relates to shares of common stock, par value $0.001 per share (the "Shares"), of Abraxis BioScience, Inc., a Delaware corporation ("Abraxis").
- [F3]Amount includes all the Shares acquired pursuant to the Agreement and Plan of Merger, dated as of June 30, 2010 (the "Merger Agreement"), by and among Parent, Merger Sub and Abraxis. Merger Sub was merged with and into Abraxis with Abraxis surviving the merger as a wholly-owned subsidiary of Parent (the "Merger") upon the terms and subject to the conditions of the Merger Agreement. At the effective time of the Merger, all Shares were cancelled and ceased to exist.
- [F4]Abraxis stockholders received, for each Share that they owned: (a) $58.00 in cash, without interest, (b) 0.2617 of a share of common stock of Parent, and (c) one contingent value right issued by Parent.
- [F5]Prior to the Merger, Parent held 100 shares of the common stock, par value $0.001 per share, of Merger Sub (the "Merger Sub Shares"), which represented all of the issued and outstanding capital stock of Merger Sub. At the effective time of the Merger, each Merger Sub Share was converted into one share of common stock, par value $0.001 per share, of Abraxis, as the surviving corporation of the Merger, and as a result Parent acquired 100% of the equity interest of Abraxis.
Documents
Issuer
Abraxis BioScience, Inc.
CIK 0001409012
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001409012
Filing Metadata
- Form type
- 4
- Filed
- Oct 17, 8:00 PM ET
- Accepted
- Oct 18, 6:50 PM ET
- Size
- 8.5 KB