Biotech Target N V - Aug 15, 2022 Form 4 Insider Report for Radius Health, Inc. (RDUS)

Role: 10%+ Owner
Signature: /s/Ivo Betschart
Stock symbol: RDUS
Transactions as of: Aug 15, 2022
Transactions value $: -$87,335,380
Form type: 4
Date filed: 8/30/2022, 12:05 PM
Previous filing: May 20, 2022
Next filing: Oct 21, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RDUS	Common Stock	Disposition pursuant to a tender of shares in a change of control transaction	-$87.3M	-8.73M	-100%	$10.00	0	Aug 11, 2022	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Biotech Target N V is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated as of June 23, 2022, by and among the Issuer, Ginger Acquisition, Inc. ("Parent") and Ginger Merger Sub, Inc. ("Purchaser"), the Issuer merged with and into Purchaser on August 15, 2022, following a tender offer by Purchaser (the "Offer") to purchase each outstanding share of the Issuer's common stock in exchange for (i) $10.00, in cash, without interest and less applicable tax withholdings, plus (ii) one contractual contingent value right, which represents the right to receive a contingent payment of $1.00 (without interest thereon) upon the satisfaction of certain conditions (collectively, the "Offer Price"). Pursuant to the Merger Agreement and the Offer, the Purchaser acquired all of the shares of the Company held by the Reporting Persons and merged with and into the Issuer.

Content

Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated as of June 23, 2022, by and among the Issuer, Ginger Acquisition, Inc. ("Parent") and Ginger Merger Sub, Inc. ("Purchaser"), the Issuer merged with and into Purchaser on August 15, 2022, following a tender offer by Purchaser (the "Offer") to purchase each outstanding share of the Issuer's common stock in exchange for (i) $10.00, in cash, without interest and less applicable tax withholdings, plus (ii) one contractual contingent value right, which represents the right to receive a contingent payment of $1.00 (without interest thereon) upon the satisfaction of certain conditions (collectively, the "Offer Price"). Pursuant to the Merger Agreement and the Offer, the Purchaser acquired all of the shares of the Company held by the Reporting Persons and merged with and into the Issuer.

Remarks:

Biotech Target N.V. is a wholly-owned subsidiary of BB Biotech AG. Accordingly, BB Biotech AG may be deemed to be the indirect beneficial owner of the securities of Radius Health, Inc. held directly or indirectly by Biotech Target N.V. This Form 4 is filed jointly by BB Biotech AG and Biotech Target N.V.