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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/17/22 Bristol Myers Squibb Co. SC TO-T 9:13M Turning Point Therapeutics, Inc. Edgarfilings Ltd. Rhumba Merger Sub Inc. |
Document/Exhibit Description Pages Size 1: SC TO-T Tender-Offer Statement by a Third Party HTML 56K 9: EX-FILING FEES Filing Fees Table HTML 27K 2: EX-99.(A)(1)(I) Miscellaneous Exhibit HTML 539K 3: EX-99.(A)(1)(II) Miscellaneous Exhibit HTML 94K 4: EX-99.(A)(1)(III) Miscellaneous Exhibit HTML 32K 5: EX-99.(A)(1)(IV) Miscellaneous Exhibit HTML 31K 6: EX-99.(A)(1)(V) Miscellaneous Exhibit HTML 42K 7: EX-99.(A)(1)(VI) Miscellaneous Exhibit HTML 41K 8: EX-99.(D)(2) Miscellaneous Exhibit HTML 45K
| | | Transaction
Valuation* | | | Fee rate | | | Amount
of Filing Fee** | |
Fees to Be Paid | | | $4,122,379,920.19 | | | 0.0000927 | | | $382,144.62 |
Fees
Previously Paid | | | $0 | | | | | $0 | |
Total
Transaction Valuation | | | $ | | | | | ||
Total
Fees Due for Filing | | | | | | | $382,144.62 | ||
Total
Fees Previously Paid | | | | | | | $0 | ||
Total
Fee Offsets | | | | | | | $0 | ||
Net
Fee Due | | | | | | | $382,144.62 |
* | Estimated solely for purposes of calculating the amount of the filing fee only. The transaction valuation was calculated by adding (i) the product of (A) 49,796,897 shares of common stock, par value $0.0001 per share (the “Shares”) of Turning Point Therapeutics, Inc., a Delaware corporation (“Turning Point”), issued and outstanding, and (B) the offer price of $76.00 per Share (the “Offer Price”), net to the seller in cash without interest and subject to any applicable withholding of taxes, (ii) the product of (A) 5,627,148 Shares subject to issuance pursuant to stock options granted and outstanding and (B) $43.83, which is the difference between the Offer Price and $32.17, the weighted average exercise price of such options (all of which are “in-the-money”), (iii) the product of (A) 914,681 Shares
subject to outstanding restricted stock units and (B) the Offer Price, (iv) the product of (A) 252,054 Shares subject to outstanding performance stock units with any performance conditions deemed to be achieved at target performance (which is the same as at maximum performance) and (B) the Offer price, and (v) the product of (A) 32,919 Shares which are estimated to be subject to outstanding purchase rights under the Turning Point 2019 Employee Stock Purchase Plan and (B) the Offer Price. The foregoing share figures have been provided by Turning Point and are as of June 10, 2022, the most recent practicable date. |
** | The amount of the filing fee was calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, as amended, and Fee Rate Advisory #1
for fiscal year 2022 beginning on October 1, 2021, issued August 22, 2021, by multiplying the transaction value by 0.0000927. |
| This ‘SC TO-T’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 6/17/22 | SC 14D9 | ||
| 6/10/22 | ||||
| 10/1/21 | 4 | |||
| 8/22/21 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/01/22 Bristol-Myers Squibb Co. SC TO-T/A 1:36K Turning Point Therapeutics, Inc. Broadridge Fin’l So… Inc |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/03/22 Bristol-Myers Squibb Co. SC TO-C 5:2.3M Turning Point Therapeutics, Inc. Broadridge Fin’l So… Inc 6/03/22 Turning Point Therapeutics, Inc. 8-K:1,5,9 6/02/22 11:805K Donnelley … Solutions/FA 6/03/22 Turning Point Therapeutics, Inc. SC14D9C 4:83K Turning Point Therapeutics, Inc. Donnelley … Solutions/FA |