Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-19-059243
Date:2019-12-04
Issuer: CAMBREX CORP (CBM)
Original Submission Date:

Reporting Person:

HAMPL BERNHARD
ONE MEADOWLANDS PLAZA
EAST RUTHERFORD, NJ 07073

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-12-04 M 316 a $41.05 5,407 direct
COMMON STOCK 2019-12-04 M 1,577 a $58.98 6,984 direct
COMMON STOCK 2019-12-04 M 1,980 a $53.70 8,964 direct
COMMON STOCK 2019-12-04 M 2,983 a $40.06 11,947 direct
COMMON STOCK 2019-12-04 M 11,947 a $60.00 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY) 41.05 2019-12-04 deemed execution date M 316 (a) common stock 316 $41.05 0 direct
STOCK OPTION (RIGHT TO BUY) 58.98 2019-12-04 deemed execution date M 1,577 (a) common stock 1,577 $58.98 0 direct
STOCK OPTION (RIGHT TO BUY) 53.7 2019-12-04 deemed execution date M 1,980 (a) common stock 1,980 $53.70 0 direct
STOCK OPTION (RIGHT TO BUY) 40.06 2019-12-04 deemed execution date M 2,983 (a) common stock 2,983 $40.06 0 direct
Footnotes
IDfootnote
f1 disposed of for $60.00 per share pursuant to the terms of that certain agreement and plan of merger dated as of august 7, 2019, by and among catalog intermediate inc. ("parent"), catalog merger sub ("merger sub"), each entities controlled by investment funds advised by permira advisors llc, and the company (the "merger agreement"). all terms capitalized but not defined shall have the respective meanings given to them in the merger agreement.
f2 each option to purchase shares of company common stock (each, a "company option") that was outstanding and unexercised immediately prior to the effective time, whether vested or unvested, was cancelled and automatically converted into the right to receive an amount in cash, without interest thereon, equal to the product of $60.00 (less the exercise price per share attributable to such company option), multiplied by the total number of shares of company common stock issuable upon exercise in full of such company option, provided that if the exercise price per share of any such company option was equal to or greater than $60.00, such company option was cancelled for no consideration. the company options reported herein were canceled in the merger in exchange for a cash payment of $60.00 per share subject to such company option.
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