Statement of Changes in Beneficial Ownership (4)
14 Octubre 2020 - 3:06PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
IONIS PHARMACEUTICALS INC |
2. Issuer Name and Ticker or Trading Symbol
AKCEA THERAPEUTICS, INC.
[
AKCA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
2855 GAZELLE COURT |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/10/2020 |
(Street)
CARLSBAD, CA 92010
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 10/10/2020 | | P | | 21237715 (1) | A | $18.15 | 98322397 (2) | I | See Footnote (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Pursuant to an Agreement and Plan of Merger dated as of August 30, 2020, on September 14, 2020, Avalanche Merger Sub, Inc. ("Purchaser"), a wholly owned subsidiary of Ionis Pharmaceuticals, Inc. ("Parent"), commenced a tender offer (the "Offer") to purchase all of the outstanding shares of common stock of Akcea Therapeutics, Inc. ("Akcea") at a purchase price of $18.15 per share. As of the expiration of the Offer at one minute after 11:59 p.m., Eastern Time, on October 9, 2020, 21,237,715 shares had been tendered and not validly withdrawn pursuant to the Offer. Purchaser accepted for purchase all shares tendered and not validly withdrawn pursuant to the Offer. |
(2) | This number reflects 77,094,682 shares owned directly by Parent and 21,237,715 shares, which were tendered in the Offer and accepted for purchase on October 10, 2020, and thereupon owned by Purchaser. Following Purchaser's acceptance for purchase of shares tendered in the Offer, on October 12, 2020, Purchaser was merged with and into Akcea, with Akcea surviving the merger as a wholly owned subsidiary of Parent. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
IONIS PHARMACEUTICALS INC 2855 GAZELLE COURT CARLSBAD, CA 92010 |
| X |
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Signatures
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/s/ Elizabeth L. Hougen, Executive Vice President, Finance and Chief Financial Officer of Ionis Pharmaceuticals, Inc. | | 10/14/2020 |
**Signature of Reporting Person | Date |
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