4//SEC Filing
Taylor Thomas S 4
Accession 0001209191-12-016613
CIK 0001400431other
Filed
Mar 6, 7:00 PM ET
Accepted
Mar 7, 5:44 PM ET
Size
14.0 KB
Accession
0001209191-12-016613
Insider Transaction Report
Form 4
PATHEON INCPTI
Taylor Thomas S
Director10% Owner
Transactions
- Exercise/Conversion
Deferred Share Units
2012-01-30−135,595→ 0 total→ Restricted Voting Shares (135,595 underlying) - Exercise/Conversion
Restricted Voting Shares
2012-01-30+135,595→ 135,595 total - Disposition to Issuer
Restricted Voting Shares
2012-01-30−135,595→ 0 total - Award
Deferred Share Units
2011-12-14+7,301→ 135,595 total→ Restricted Voting Shares (7,301 underlying)
Holdings
- 72,077,781(indirect: See footnote)
Restricted Voting Shares
Footnotes (4)
- [F1]Each deferred share unit ("DSU") was the economic equivalent of one restricted voting share ("Restricted Voting Share") of Patheon Inc. (the "Company"). Each DSU entitles its holder, 45 days following the date upon which the holder ceases to be a director of the Company, to receive an amount of cash having the same value as one Restricted Voting Share of the Company at such time. On December 15, 2011, Mr. Taylor ceased to be a director of the Company. Mr. Taylor settled all of his DSUs for cash on January 30, 2012.
- [F2]For purposes of the settlement of Mr. Taylor's DSUs, the value of each DSU was based on the weighted-average price at which the Company's Restricted Voting Shares traded on the Toronto Stock Exchange on January 26, 2011 and January 27, 2011 (the two trading days prior to the date on which the DSUs were settled), which was $1.32, as converted from C$1.32 using the average of the closing rates of exchange from Reuters on January 26, 2011 and January 27, 2011.
- [F3]JLL Patheon Holdings, Cooperatief U.A. ("JLL CoOp") is the direct beneficial owner of 72,077,781 Restricted Voting Shares of the Company. JLL Patheon Holdings, LLC is the 99% owner and controlling member of JLL CoOp. JLL Associates G.P. V (Patheon), Ltd. ("JLL Limited") is the sole general partner of JLL Associates V (Patheon), L.P., which is the sole general partner of JLL Partners Fund V (Patheon), L.P., which in turn is the sole member of JLL Patheon Holdings, LLC. Mr. Taylor serves on the board of directors of JLL Limited. As a result, Mr. Taylor may be deemed to be the indirect beneficial owner of 72,077,781 Restricted Voting Shares. Mr. Taylor disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- [F4]The DSUs credited to Mr. Taylor's account consist of (i) 3,487 DSUs for retainer fees that are required to be paid to directors in the form of DSUs and (ii) 3,814 DSUs for retainer fees that the director has elected to be paid in the form of DSUs. For purposes of the DSUs credited to Mr. Taylor's account, the value of each DSU was based on the weighted-average price at which the Company's Restricted Voting Shares traded on the Toronto Stock Exchange on December 12, 2011 and December 13, 2011 (the two trading days prior to the date on which the DSUs were credited to Mr. Taylor's account), which was $1.10, as converted from C$1.13 using the average of the closing rates of exchange from Reuters on December 12, 2011 and December 13, 2011.
Documents
Issuer
PATHEON INC
CIK 0001400431
Entity typeother
Related Parties
1- filerCIK 0001460259
Filing Metadata
- Form type
- 4
- Filed
- Mar 6, 7:00 PM ET
- Accepted
- Mar 7, 5:44 PM ET
- Size
- 14.0 KB