SNTS تصريحات هيئة الأوراق المالية والبورصات - Santarus, Inc- التقرير السنوي، بيان التوكيل، نشرة الإصدار

الإحصائيات الأساسية

CIK

1172480

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Santarus, Inc

SEC Filings (Chronological Order)

توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.

April 2, 2015	RW	Salix Therapeuticals RW RW Salix Pharmaceuticals, Inc. Oceana Therapeutics, Inc. Santarus, Inc. c/o Salix Pharmaceuticals, Ltd. 8510 Colonnade Center Drive Raleigh, North Carolina 27615 April 2, 2015 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 RE: Salix Pharmaceuticals, Ltd. Registration Statement on Form S-4 (File No. 333-19642
April 1, 2015	RW	Salix Therapeuticals RW Salix Pharmaceuticals, Ltd. 8510 Colonnade Center Drive Raleigh, North Carolina 27615 April 1, 2015 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 RE: Salix Pharmaceuticals, Ltd. Registration Statement on Form S-4 (File No. 333-196425) Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of 19
May 30, 2014	EX-99.3	Salix Pharmaceuticals, Ltd. LETTER TO CLIENTS Regarding Its Offer to Exchange Any and All of Its Outstanding 6.00% Senior Notes Due 2021 Issued on December 27, 2013 in a Transaction Exempt from Registration under the Securities Act of 1933, as amende EX-99.3 Exhibit 99.3 Salix Pharmaceuticals, Ltd. LETTER TO CLIENTS Regarding Its Offer to Exchange Any and All of Its Outstanding 6.00% Senior Notes Due 2021 Issued on December 27, 2013 in a Transaction Exempt from Registration under the Securities Act of 1933, as amended, and Related Subsidiary Guarantees For 6.00% Senior Notes Due 2021 and Related Subsidiary Guarantees Registered under the Secur
May 30, 2014	EX-12.1	SALIX PHARMACEUTICALS, LTD. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Quarter Ended March 31, Year Ended December 31, 2014 2013 2013 2012 2011 2010 2009 EARNINGS (LOSS) Net income (loss) before provision for income tax (1) $ (8 EX-12.1 Exhibit 12.1 SALIX PHARMACEUTICALS, LTD. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in thousands) Quarter Ended March 31, Year Ended December 31, 2014 2013 2013 2012 2011 2010 2009 EARNINGS (LOSS) Net income (loss) before provision for income tax (1) $ (80,240 ) $ 33,959 $ 212,065 $ 111,828 $ 86,101 $ (24,203 ) $ (45,631 ) Fixed charges (1) 43,078 15,628 62,891 56,667 32,879 21,141
May 30, 2014	EX-99.1	Salix Pharmaceuticals, Ltd. LETTER OF TRANSMITTAL For Tender of All Outstanding 6.00% Senior Notes Due 2021 Issued on December 27, 2013 in a Transaction Exempt from Registration under the Securities Act of 1933, as Amended, and Related Subsidiary Gua EX-99.1 Exhibit 99.1 Salix Pharmaceuticals, Ltd. LETTER OF TRANSMITTAL For Tender of All Outstanding 6.00% Senior Notes Due 2021 Issued on December 27, 2013 in a Transaction Exempt from Registration under the Securities Act of 1933, as Amended, and Related Subsidiary Guarantees In Exchange For 6.00% Senior Notes Due 2021 and Related Subsidiary Guarantees Which Will Be Registered Under the Securiti
May 30, 2014	EX-25.1	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer
May 30, 2014	S-4	- S-4 S-4 Table of Contents As filed with the Securities and Exchange Commission on May 30, 2014 Registration No.
May 30, 2014	EX-99.2	Salix Pharmaceuticals, Ltd. LETTER TO REGISTERED HOLDERS, DIRECT PARTICIPANTS IN THE DEPOSITORY TRUST COMPANY, AND OTHER NOMINEES Regarding Its Offer to Exchange Any and All of Its Outstanding 6.00% Senior Notes Due 2021 Issued on December 27, 2013 i EX-99.2 Exhibit 99.2 Salix Pharmaceuticals, Ltd. LETTER TO REGISTERED HOLDERS, DIRECT PARTICIPANTS IN THE DEPOSITORY TRUST COMPANY, AND OTHER NOMINEES Regarding Its Offer to Exchange Any and All of Its Outstanding 6.00% Senior Notes Due 2021 Issued on December 27, 2013 in a Transaction Exempt from Registration under the Securities Act of 1933, as amended, and Related Subsidiary Guarantees For 6.00
February 14, 2014	SC 13G/A	SNTS / Santarus, Inc / Visium Asset Management, LP - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Santarus, Inc. (Name of Issuer) COMMON STOCK, $0.0001 PER SHARE (Title of Class of Securities) 802817304 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which
February 14, 2014	SC 13G/A	SNTS / Santarus, Inc / SAC Capital Advisors LP - SCHEDULE 13G/A, #2 Passive Investment SC 13G/A 1 s11252843.htm SCHEDULE 13G/A, #2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* SANTARUS, INC. (Name of Issuer) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 802817304 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of this Statement) Check
January 13, 2014	15-12G	- 15-12G 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-50651 SANTARUS, INC. (Exact name of registrant as specified in its
January 2, 2014	POS AM	- POS AM POS AM UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-156806 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-170743 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-178034 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-1812
January 2, 2014	S-8 POS	- S-8 POS S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156
January 2, 2014	EX-3.1	THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION SANTARUS, INC. (hereinafter referred to as the “Corporation”) ARTICLE I EX-3.1 2 d652189dex31.htm EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SANTARUS, INC. (hereinafter referred to as the “Corporation”) ARTICLE I NAME The name of the Corporation is Santarus, Inc. ARTICLE II REGISTERED OFFICE AND REGISTERED AGENT The registered office of the Corporation in the State of Delaware is located at Corporation Service Company, 2711 Centervil
January 2, 2014	SC 14D9/A	- SC 14D9/A SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 5) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Numbe
January 2, 2014	S-8 POS	- S-8 POS S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156
January 2, 2014	S-8 POS	- S-8 POS S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156
January 2, 2014	S-8 POS	- S-8 POS S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156
January 2, 2014	S-8 POS	- S-8 POS S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156
January 2, 2014	POS AM	- POS AM POS AM UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-156806 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-170743 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-178034 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-1812
January 2, 2014	8-K	Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets 8-K 1 d652189d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 2, 2014 SANTARUS, INC. (Exact name of registrant as specified in its charter) Delaware 0-50651 33-0734433 (State or other jurisdiction of incorporatio
January 2, 2014	EX-99.(A)(5)(O)	SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF SAN DIEGO JASON GERBER, Individually and on Behalf ) Case No. of All Others Similarly Situated, ) ) CLASS ACTION Plaintiff, ) ) vs. ) AMENDED COMPLAINT FOR BREACHES ) OF FIDUCIARY DUTY AND VIOLATION EX-99.(A)(5)(O) 2 d651798dex99a5o.htm EXHIBIT (A)(5)(O) Exhibit (a)(5)(O) MILBERG LLP DAVID E. AZAR (SBN 218319) [email protected] 300 South Grand, Suite 3900 Los Angeles, California 90071 Tel: (213) 617-1200 Fax: (213) 617-1975 MILBERG LLP KENT A. BRONSON JESSICA J. SLEATER [email protected] [email protected] One Pennsylvania Plaza, 49th Floor New York, New York 10119 Tel: (212) 594-5300 Fa
January 2, 2014	S-8 POS	- S-8 POS S-8 POS 1 d652140ds8pos.htm S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Regist
January 2, 2014	EX-3.2	SECOND AMENDED AND RESTATED BYLAWS SANTARUS, INC. a Delaware Corporation (hereinafter referred to as the “Corporation”) Adopted on January 2, 2014 ARTICLE I EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF SANTARUS, INC. a Delaware Corporation (hereinafter referred to as the “Corporation”) Adopted on January 2, 2014 ARTICLE I OFFICES Section 1. Registered Office. The registered office and the registered agent of the Corporation are as set forth in the Certificate of Incorporation. Section 2. Other Offices. The Corporation may also have offices
January 2, 2014	POS AM	- POS AM POS AM UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-156806 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-170743 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-178034 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-1812
January 2, 2014	SC TO-T/A	SNTS / Santarus, Inc / SALIX PHARMACEUTICALS LTD - SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) SANTARUS, INC. (Name of Subject Company (Issuer)) WILLOW ACQUISITION SUB CORPORATION (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, INC. (Offeror) a wholly owned subsidiary of
January 2, 2014	S-8 POS	- S-8 POS S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156
January 2, 2014	S-8 POS	- S-8 POS S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156
January 2, 2014	S-8 POS	- S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 333-114134 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-139574 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-148141 Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-156278 Post
January 2, 2014	POS AM	- POS AM POS AM UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-156806 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-170743 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-178034 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-1812
December 30, 2013	SC 14D9/A	- SC 14D9/A SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 4) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Numbe
December 30, 2013	EX-99.(A)(24)	SANTARUS ANNOUNCES AVAILABILITY OF AMENDED TENDER OFFER MATERIALS EX-99.(a)(24) Exhibit (a)(24) COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 356-5932 (858) 314-5708 For Immediate Release SANTARUS ANNOUNCES AVAILABILITY OF AMENDED TENDER OFFER MA
December 20, 2013	SC 14D9/A	- SC 14D9/A SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 3) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Numbe
December 16, 2013	EX-99.(A)(5)(P)	UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF CALIFORNIA HAROLD CLEMONS, Individually and on Behalf of All Others Similarly Situated, ) Case No. ‘13CV2995 BTM BGS ) ) CLASS ACTION ) Plaintiff, ) COMPLAINT FOR VIOLATION OF FEDERAL SECURITIES LAWS EX-99.(a)(5)(P) Exhibit (a)(5)(P) ROBBINS GELLER RUDMAN & DOWD LLP RANDALL J. BARON (150796) A. RICK ATWOOD, JR. (156529) DAVID T. WISSBROECKER (243867) EDWARD M. GERGOSIAN (105679) 655 West Broadway, Suite 1900 San Diego, CA 92101 Telephone: 619/231-1058 619/231-7423 (fax) [email protected] [email protected] [email protected] [email protected] Attorneys for Plaintiff [Additional cou
December 16, 2013	EX-99.(A)(5)(O)	SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF SAN DIEGO JASON GERBER, Individually and on Behalf ) Case No. of All Others Similarly Situated, ) ) CLASS ACTION Plaintiff, ) ) vs. ) AMENDED COMPLAINT FOR BREACHES ) OF FIDUCIARY DUTY AND VIOLATION EX-99.(a)(5)(O) Exhibit (a)(5)(O) MILBERG LLP DAVID E. AZAR (SBN 218319) [email protected] 300 South Grand, Suite 3900 Los Angeles, California 90071 Tel: (213) 617-1200 Fax: (213) 617-1975 MILBERG LLP KENT A. BRONSON JESSICA J. SLEATER [email protected] [email protected] One Pennsylvania Plaza, 49th Floor New York, New York 10119 Tel: (212) 594-5300 Fax: (212) 868-1229 Attorneys for Plaintif
December 16, 2013	SC TO-T/A	- SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) SANTARUS, INC. (Name of Subject Company (Issuer)) WILLOW ACQUISITION SUB CORPORATION (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, INC. (Offeror) a wholly owned subsidiary of
December 16, 2013	EX-99.(A)(5)(N)	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE IMAD AHMAD KHALIL, on behalf of ) themselves and all others similarly situated, ) ) Plaintiff, ) ) v. ) ) Civil Action No. 9093-VCP ) SANTARUS, INC., DANIEL D. BURGESS, ) MICHAEL G. CARTER, ALESSANDRO EX-99.(A)(5)(N) 2 d642746dex99a5n.htm EX-99.(A)(5)(N) Exhibit (a)(5)(N) EFiled: Dec 09 2013 08:44PM EST Transaction ID 54677180 Case No. 9093-VCP IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE IMAD AHMAD KHALIL, on behalf of ) themselves and all others similarly situated, ) ) Plaintiff, ) ) v. ) ) Civil Action No. 9093-VCP ) SANTARUS, INC., DANIEL D. BURGESS, ) MICHAEL G. CARTER, ALESSANDRO E.
December 16, 2013	SC 14D9/A	- SCHEDULE 14D-9/A (AMENDMENT NO. 2) Schedule 14D-9/A (Amendment No. 2) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securitie
December 10, 2013	SC 14D9/A	- SC 14D9/A SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Numbe
December 10, 2013	EX-99.A.5.M	SALIX PHARMACEUTICALS ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD FOR ACQUISITION OF SANTARUS EX-99.A.5.M Exhibit (a)(5)(M) Contact: Adam C. Derbyshire G. Michael Freeman Executive Vice President Associate Vice President, Investor Relations and Chief Financial Officer and Corporate Communications 919-862-1000 919-862-1000 SALIX PHARMACEUTICALS ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD FOR ACQUISITION OF SANTARUS RALEIGH, NC, December 10, 2013—Salix Pharmaceuticals, Ltd. (NAS
December 10, 2013	SC TO-T/A	- SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) SANTARUS, INC. (Name of Subject Company (issuer)) WILLOW ACQUISITION SUB CORPORATION (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, INC. (Offeror) a wholly owned subsidiary of
December 3, 2013	EX-99.A.5.H	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE IMAD AHMAD KHALIL, On Behalf of ) Himself and All Others Similarly Situated, ) ) Plaintiff, ) v. ) ) Civil Action No. _________ SANTARUS, INC., DANIEL D. BURGESS, ) MICHAEL G. CARTER, ALESSANDRO E. ) EX-99.A.5.H 14 d633917dex99a5h.htm EX-99.A.5.H Exhibit (a)(5)(H) EFiled: Nov 15 2013 06:53PM EST Transaction ID 54567689 Case No. 9093- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE IMAD AHMAD KHALIL, On Behalf of ) Himself and All Others Similarly Situated, ) ) Plaintiff, ) v. ) ) Civil Action No. SANTARUS, INC., DANIEL D. BURGESS, ) MICHAEL G. CARTER, ALESSANDRO E. ) DELLA CHA, DAVID F. HALE
December 3, 2013	EX-99.A.5.K	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE SALVATORE BONGIOVANNI, On Behalf of Himself ) and All Others Similarly Situated, ) ) Plaintiff, ) ) C.A. No. ______ v. ) ) SANTARUS, INC., DAVID F. HALE, MICHAEL G. ) CARTER, TED W. LOVE, GERALD T. PR EX-99.A.5.K 17 d633917dex99a5k.htm EX-99.A.5.K Exhibit (a)(5)K) EFiled: Nov 22 2013 12:19PM EST Transaction ID 54601762 Case No. 9113- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE SALVATORE BONGIOVANNI, On Behalf of Himself ) and All Others Similarly Situated, ) ) Plaintiff, ) ) C.A. No. v. ) ) SANTARUS, INC., DAVID F. HALE, MICHAEL G. ) CARTER, TED W. LOVE, GERALD T. PROEHL, ) ALESSANDRO E.
December 3, 2013	EX-99.A.1.F	Notice of Offer to Purchase for Cash All Outstanding Shares of Common Stock SANTARUS, INC. $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX EX-99.A.1.F 7 d633917dex99a1f.htm EX-99.A.1.F Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase (as defined below) and the related Letter of Transmittal (as defined below) and any amendments or supplements thereto. The Offer is not being
December 3, 2013	EX-99.D.3	August 5, 2013 EX-99.D.3 20 d633917dex99d3.htm EX-99.D.3 Exhibit (d)(3) August 5, 2013 Ms. Carolyn J. Logan President and CEO Salix Pharmaceuticals, Inc. 8510 Colonnade Center Drive Raleigh, NC 27615 Dear Carolyn: Santarus, Inc. (together with its subsidiaries, affiliates and divisions, “Santarus”) and Salix Pharmaceuticals, Inc. (together with its subsidiaries, affiliates and divisions, “Salix”) have expressed
December 3, 2013	EX-99.B.2	JEFFERIES FINANCE LLC 520 Madison Avenue New York, New York 10022 EX-99.B.2 19 d633917dex99b2.htm EX-99.B.2 Exhibit (b)(2) JEFFERIES FINANCE LLC 520 Madison Avenue New York, New York 10022 CONFIDENTIAL November 22, 2013 AMENDMENT TO COMMITMENT LETTER Salix Pharmaceuticals, Ltd. 8510 Colonnade Center Drive Raleigh, North Carolina 27615 Attention: Carolyn Logan, President and Chief Executive Officer Re: Acquisition of Santarus, Inc./Project Valley Ladies and Gentl
December 3, 2013	EX-99.A.5.D	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE DONALD CLARK, individually and on ) behalf of all others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. ) SANTARUS, INC., DAVID F. HALE, ) MICHAEL G. CARTER, TED W. LOVE, ) GERALD T. PRO EX-99.A.5.D 10 d633917dex99a5d.htm EX-99.A.5.D Exhibit (a)(5)(D) EFiled: Nov 12 2013 05:36PM EST Transaction ID 54547443 Case No. 9075- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE DONALD CLARK, individually and on ) behalf of all others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. ) SANTARUS, INC., DAVID F. HALE, ) MICHAEL G. CARTER, TED W. LOVE, ) GERALD T. PROEHL, ALESSANDR
December 3, 2013	EX-99.A.1.E	Offer to Purchase for Cash All Outstanding Shares of Common Stock SANTARUS, INC. $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUT EX-99.A.1.E 6 d633917dex99a1e.htm EX-99.A.1.E Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock of SANTARUS, INC. at $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 by WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NE
December 3, 2013	EX-99.A.5.F	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE RANDOLPH J.F. POTTER, AS TRUSTEE FOR RANDOLPH J.F. POTTER, P.A. EMPLOYEES PENSION PLAN, individually and on behalf of all others similarly situated, ) ) ) ) ) C.A. No. Plaintiff, ) v. ) ) SANTARUS, IN EX-99.A.5.F 12 d633917dex99a5f.htm EX-99.A.5.F Exhibit (a)(5)(F) EFiled: Nov 14 2013 07:29PM EST Transaction ID 54563061 Case No. 9084- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE RANDOLPH J.F. POTTER, AS TRUSTEE FOR RANDOLPH J.F. POTTER, P.A. EMPLOYEES PENSION PLAN, individually and on behalf of all others similarly situated, ) ) ) ) ) C.A. No. Plaintiff, ) v. ) ) SANTARUS, INC., DAVID F. H
December 3, 2013	EX-99.E.25	[Santarus, Inc. logo] EX-99.E.25 Exhibit (e)(25) [Santarus, Inc. logo] MEMORANDUM November 4, 2013 To: Executive Officers of Santarus, Inc. From: Gerald T. Proehl Subject: Amendment to Amended and Restated Employment Agreement The Compensation Committee of the Board of Directors of Santarus, Inc. (the “Company”) has recently taken action to amend your Amended and Restated Employment Agreement with the Company (the “Agr
December 3, 2013	EX-99.E.26	[Signature Page Follows] EX-99.E.26 Exhibit (e)(26) EXECUTION VERSION AGREEMENT THIS AGREEMENT (“Agreement”) is made by and among (1) Cosmo Technologies Limited, an Irish corporation (“Cosmo Limited”), (2) Santarus, Inc., a Delaware corporation (“Santarus”), and (3) Salix Pharmaceuticals, Ltd., a Delaware corporation (“Salix”). Cosmo Limited, Santarus, and Salix are sometimes referred to herein as a “Party” and collective
December 3, 2013	SC TO-T	- SC TO-T SC TO-T 1 d633917dsctot.htm SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SANTARUS, INC. (Name of Subject Company (Issuer)) WILLOW ACQUISITION SUB CORPORATION (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, INC. (Offeror) a wholly owned subsid
December 3, 2013	EX-99.A.5.L	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE FREDERIC PRINCEN, individually and on behalf of all others similarly situated, ) ) ) Plaintiff, ) ) C.A. No. v. ) ) SANTARUS, INC., DAVID F. HALE, GERALD T. PROEHL, DANIEL D. BURGESS, MICHAEL G. CARTE EX-99.A.5.L 18 d633917dex99a5l.htm EX-99.A.5.L Exhibit (a)(5)(L) EFiled: Nov 25 2013 01:24PM EST Transaction ID 54610328 Case No. 9117 IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE FREDERIC PRINCEN, individually and on behalf of all others similarly situated, ) ) ) Plaintiff, ) ) C.A. No. v. ) ) SANTARUS, INC., DAVID F. HALE, GERALD T. PROEHL, DANIEL D. BURGESS, MICHAEL G. CARTER, ALESSANDRO E
December 3, 2013	EX-99.A.5.G	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE PETER GRIGNON, on behalf of himself and all ) others similarly situated, ) ) Plaintiff, ) v. ) Civil Action No. ) SANTARUS, INC., SALIX ) PHARMACEUTICALS, LTD., SALIX ) PHARMACEUTICALS, INC., WILLOW ) EX-99.A.5.G 13 d633917dex99a5g.htm EX-99.A.5.G Exhibit (a)(5)(G) EFiled: Nov 15 2013 06:49PM EST Transaction ID 54567423 Case No. 9092- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE PETER GRIGNON, on behalf of himself and all ) others similarly situated, ) ) Plaintiff, ) v. ) Civil Action No. ) SANTARUS, INC., SALIX ) PHARMACEUTICALS, LTD., SALIX ) PHARMACEUTICALS, INC., WILLOW ) ACQUISITION S
December 3, 2013	EX-99.A.1.D	Offer to Purchase for Cash All Outstanding Shares of Common Stock SANTARUS, INC. $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUT EX-99.A.1.D 5 d633917dex99a1d.htm EX-99.A.1.D Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of SANTARUS, INC. at $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 by WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NE
December 3, 2013	EX-99.A.10	3611 Valley Centre Drive, Suite 400 San Diego, CA 92130 EX-99.A.10 2 d636131dex99a10.htm EX-99.A.10 Exhibit (a)(10) 3611 Valley Centre Drive, Suite 400 San Diego, CA 92130 December 3, 2013 Dear Stockholder: We are pleased to inform you that, on November 7, 2013, Santarus, Inc. (“Santarus”) entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with Salix Pharmaceuticals, Ltd. (“Parent”), Salix Pharmaceuticals, Inc., a wholly ow
December 3, 2013	EX-99.A.5.C	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE LUZBERTO RODRIGUEZ, individually and ) on behalf of all others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. ) SANTARUS, INC., DAVID F. HALE, ) MICHAEL G. CARTER, TED W. LOVE, ) GERALD EX-99.A.5.C 9 d633917dex99a5c.htm EX-99.A.5.C Exhibit (a)(5)(C) EFiled: Nov 12 2013 05:18PM EST Transaction ID 54546962 Case No. 9074- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE LUZBERTO RODRIGUEZ, individually and ) on behalf of all others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. ) SANTARUS, INC., DAVID F. HALE, ) MICHAEL G. CARTER, TED W. LOVE, ) GERALD T. PROEHL, ALES
December 3, 2013	SC 14D9	- SC 14D9 SC 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Number of
December 3, 2013	EX-99.A.1.B	Letter of Transmittal To Tender Shares of Common Stock SANTARUS, INC. $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD. EX-99.A.1.B 3 d633917dex99a1b.htm EX-99.A.1.B Exhibit (a)(1)(B) Letter of Transmittal To Tender Shares of Common Stock of SANTARUS, INC. at $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 by WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY
December 3, 2013	EX-99.A.1.C	Notice of Guaranteed Delivery For Tender of Shares of Common Stock SANTARUS, INC. $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEU EX-99.A.1.C Exhibit (a)(1)(C) Notice of Guaranteed Delivery For Tender of Shares of Common Stock of SANTARUS, INC. at $32.00 Net Per Share Pursuant to the Offer to Purchase Dated December 3, 2013 by WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF T
December 3, 2013	EX-99.A.5.B	SALIX PHARMACEUTICALS COMMENCES CASH TENDER OFFER FOR ALL OUTSTANDING SHARES OF SANTARUS EX-99.A.5.B 8 d633917dex99a5b.htm EX-99.A.5.B Exhibit (a)(5)(B) Contact: Salix Pharmaceuticals, Inc. Adam C. Derbyshire G. Michael Freeman Executive Vice President Associate Vice President, Investor Relations and Chief Financial Officer and Corporate Communications 919-862-1000 919-862-1000 SALIX PHARMACEUTICALS COMMENCES CASH TENDER OFFER FOR ALL OUTSTANDING SHARES OF SANTARUS RALEIGH, NC, Decemb
December 3, 2013	EX-99.A.5.I	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE JODY KING, on Behalf of Himself and All ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) Others Similarly Situated, Plaintiff, v. Civil Action No. SANTARUS, INC., GERALD T. PROEHL, DAVID F. HALE, MICHAEL E. HERMAN, DANI EX-99.A.5.I 15 d633917dex99a5i.htm EX-99.A.5.I Exhibit (a)(5)(I) EFiled: Nov 15 2013 07:00PM EST Transaction ID 54568080 Case No. 9094- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE JODY KING, on Behalf of Himself and All ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) Others Similarly Situated, Plaintiff, v. Civil Action No. SANTARUS, INC., GERALD T. PROEHL, DAVID F. HALE, MICHAEL E. HERMAN, DANIEL D. BURGESS,
December 3, 2013	EX-99.A.5.J	IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE JOHN KORHONEN, on behalf of himself and all ) others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. _______ ) SANTARUS, INC., DAVID F. HALE, GERALD ) T. PROEHL, DANIEL D. BURGESS, MICHAE EX-99.A.5.J 16 d633917dex99a5j.htm EX-99.A.5.J Exhibit (a)(5)(J) EFiled: Nov 15 2013 07:09PM EST Transaction ID 54568268 Case No. 9095- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE JOHN KORHONEN, on behalf of himself and all ) others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. ) SANTARUS, INC., DAVID F. HALE, GERALD ) T. PROEHL, DANIEL D. BURGESS, MICHAEL ) G. CARTER, ALESSAN
December 3, 2013	EX-99.A.5.E	ELECTRONICALLY FILED Superior Court of California, County of San Diego 11/14/2013 at 12:56:40 PM Clerk of the Superior Court By Calvin Beutler, Deputy Clerk EX-99.A.5.E 11 d633917dex99a5e.htm EX-99.A.5.E Exhibit (a)(5)(E) MILBERG LLP DAVID E. AZAR (SBN 218319) [email protected] 300 South Grand, Suite 3900 Los Angeles, California 90071 Tel: (213) 617-1200 Fax: (213) 617-1975 ELECTRONICALLY FILED Superior Court of California, County of San Diego 11/14/2013 at 12:56:40 PM Clerk of the Superior Court By Calvin Beutler, Deputy Clerk MILBERG LLP KENT A. BRO
December 3, 2013	EX-99.A.1.A	Offer to Purchase for Cash All Outstanding Shares of Common Stock SANTARUS, INC. $32.00 Net Per Share WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD. EX-99.A.1.A 2 d633917dex99a1a.htm EX-99.A.1.A Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of SANTARUS, INC. at $32.00 Net Per Share by WILLOW ACQUISITION SUB CORPORATION, an indirect wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY
December 2, 2013	SC14D9C	- SC14D9C SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Number of Class of Securi
November 18, 2013	EX-1	JOINT FILING AGREEMENT EX-1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby (i) agree to the joint filing with all other Reporting Persons (as such term is defined in the statement on Schedule 13D described below) of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.
November 18, 2013	EX-2	JEFFERIES FINANCE LLC 520 Madison Avenue New York, New York 10022 EX-2 Exhibit 2 JEFFERIES FINANCE LLC 520 Madison Avenue New York, New York 10022 CONFIDENTIAL November 7, 2013 COMMITMENT LETTER Salix Pharmaceuticals, Ltd.
November 18, 2013	SC 13D	SNTS / Santarus, Inc / SALIX PHARMACEUTICALS LTD - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SANTARUS, INC. (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE (Title of Class of Securities) 802817304 (CUSIP Number) R
November 12, 2013	SC TO-C	- SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SANTARUS, INC. (Name of Subject Company (Issuer)) WILLOW ACQUISITION SUB CORPORATION (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, INC. (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD.
November 12, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2013 SANTARUS, INC.
November 8, 2013	SC14D9C	- SC14D9C SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Number of Class of Securi
November 8, 2013	SC14D9C	- SC14D9C SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Number of Class of Securi
November 8, 2013	SC TO-C	- SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 SANTARUS, INC. (Name of Subject Company (Issuer)) WILLOW ACQUISITION SUB CORPORATION (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, INC. (Offeror) a wholly owned subsidiary of SALIX PHARMACEUTICALS, LTD.
November 7, 2013	EX-2.1	AGREEMENT AND PLAN OF MERGER dated as of November 7, 2013 SALIX PHARMACEUTICALS, LTD., SALIX PHARMACEUTICALS, INC. (solely for purposes of Section 2.1(b) and Sections 4.3(a), (d) and (e)), WILLOW ACQUISITION SUB CORPORATION SANTARUS, INC. Table of Co EX-2.1 Exhibit 2.1 Execution Copy AGREEMENT AND PLAN OF MERGER dated as of November 7, 2013 among SALIX PHARMACEUTICALS, LTD., SALIX PHARMACEUTICALS, INC. (solely for purposes of Section 2.1(b) and Sections 4.3(a), (d) and (e)), WILLOW ACQUISITION SUB CORPORATION and SANTARUS, INC. Table of Contents Page ARTICLE 1 DEFINITIONS 1 SECTION 1.1. Definitions 1 SECTION 1.2. Interpretation 12 ARTICLE 2 TH
November 7, 2013	10-Q	Quarterly Report - FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50651 SANTARUS, INC.
November 7, 2013	EX-2.2	8 with a copy (which shall not constitute notice) to: Covington & Burling LLP 1201 Pennsylvania Avenue, N.W. Washington, DC 20004 Attention: Edward C. Britton Catherine J. Dargan Fax: (202) 778-5248 (202) 778-5567 Email: [email protected] cdargan@cov. Exhibit 2.2 Execution Copy TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of November 7, 2013, among SALIX PHARMACEUTICALS, LTD., a Delaware corporation (“Parent”), WILLOW ACQUISITION SUB CORPORATION, a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and each of the individuals or entities listed on the signature pages hereto (each, a “Stockholder”
November 7, 2013	EX-2.2	8 with a copy (which shall not constitute notice) to: Covington & Burling LLP 1201 Pennsylvania Avenue, N.W. Washington, DC 20004 Attention: Edward C. Britton Catherine J. Dargan Fax: (202) 778-5248 (202) 778-5567 Email: [email protected] cdargan@cov. EX-2.2 Exhibit 2.2 Execution Copy TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of November 7, 2013, among SALIX PHARMACEUTICALS, LTD., a Delaware corporation (“Parent”), WILLOW ACQUISITION SUB CORPORATION, a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and each of the individuals or entities listed on the signature pages hereto (each, a “Stock
November 7, 2013	EX-3.1	AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF SANTARUS, INC. EX-3.1 Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF SANTARUS, INC. The Amended and Restated Bylaws of Santarus, Inc. are hereby amended, effective as of November 6, 2013, to add the following new Section 6 to Article VII: Section 6. Forum for Adjudication of Disputes. Unless the corporation consents in writing to the selection of an alternative forum, the Court of Chancery (the “Cha
November 7, 2013	SC14D9C	- SC14D9C SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 SANTARUS, INC. (Name of Subject Company) SANTARUS, INC. (Name of Person Filing Statement) Common Stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Number of Class of Securi
November 7, 2013	EX-99.2	SALIX PHARMACEUTICALS TO ACQUIRE SANTARUS Solidifies Position as Largest U.S. Gastroenterology-Focused Specialty Pharmaceutical Company Provides Salix with an Experienced Specialty Sales Force to Significantly Expand Gastrointestinal Product Sales In EX-99.2 Exhibit 99.2 Contact: Salix Pharmaceuticals, Inc. Adam C. Derbyshire G. Michael Freeman Executive Vice President Associate Vice President, Investor Relations and Chief Financial Officer and Corporate Communications 919-862-1000 919-862-1000 Santarus, Inc. Martha L. Hough Debra P. Crawford Vice President, Finance Chief Financial Officer & Investor Relations 858-314-5708 858-314-5824 SALIX P
November 7, 2013	EX-99.1	SALIX PHARMACEUTICALS REPORTS 3Q2013 RESULTS 29% Increase in Year-over-Year 3Q Product Revenue 24% Increase in Year-over-Year 3Q XIFAXAN® 550 mg Prescriptions 53% Increase in Year-over-Year 3Q APRISO® Prescriptions 28% Increase in Year-over-Year 3Q R EX-99.1 Exhibit 99.1 Contact: Adam C. Derbyshire G. Michael Freeman Executive Vice President Associate Vice President, Investor Relations and Chief Financial Officer and Corporate Communications 919-862-1000 919-862-1000 SALIX PHARMACEUTICALS REPORTS 3Q2013 RESULTS 29% Increase in Year-over-Year 3Q Product Revenue 24% Increase in Year-over-Year 3Q XIFAXAN® 550 mg Prescriptions 53% Increase in Year
November 7, 2013	SC TO-C	- 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 7, 2013 SALIX PHARMACEUTICALS, LTD. (Exact name of registrant as specified in its charter) Delaware 000-23265 94-3267443 (State or other jurisdiction of incorporation) (C
November 7, 2013	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2013 SANTARUS, INC.
November 7, 2013	EX-2.1	AGREEMENT AND PLAN OF MERGER dated as of November 7, 2013 SALIX PHARMACEUTICALS, LTD., SALIX PHARMACEUTICALS, INC. (solely for purposes of Section 2.1(b) and Sections 4.3(a), (d) and (e)), WILLOW ACQUISITION SUB CORPORATION SANTARUS, INC. Table of Co EX-2.1 Exhibit 2.1 Execution Copy AGREEMENT AND PLAN OF MERGER dated as of November 7, 2013 among SALIX PHARMACEUTICALS, LTD., SALIX PHARMACEUTICALS, INC. (solely for purposes of Section 2.1(b) and Sections 4.3(a), (d) and (e)), WILLOW ACQUISITION SUB CORPORATION and SANTARUS, INC. Table of Contents Page ARTICLE 1 DEFINITIONS 1 SECTION 1.1. Definitions 1 SECTION 1.2. Interpretation 12 ARTICLE 2 TH
November 7, 2013	EX-99.1	SANTARUS REPORTS THIRD QUARTER 2013 FINANCIAL RESULTS Total revenues of $98.8 million grew 81% over prior year period Non-GAAP adjusted earnings of $35.6 million were up 189% over prior year period Santarus cancels conference call previously schedule EX-99.1 Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 356-5932 (858) 314-5708 For Immediate Release SANTARUS REPORTS THIRD QUARTER 2013 FINANCIAL RESULTS Total revenue
November 7, 2013	EX-99.2	SALIX PHARMACEUTICALS TO ACQUIRE SANTARUS Solidifies Position as Largest U.S. Gastroenterology-Focused Specialty Pharmaceutical Company Provides Salix with an Experienced Specialty Sales Force to Significantly Expand Gastrointestinal Product Sales In EX-99.2 Exhibit 99.2 Contact: Salix Pharmaceuticals, Inc. Adam C. Derbyshire G. Michael Freeman Executive Vice President Associate Vice President, Investor Relations and Chief Financial Officer and Corporate Communications 919-862-1000 919-862-1000 Santarus, Inc. Martha L. Hough Debra P. Crawford Vice President, Finance Chief Financial Officer & Investor Relations 858-314-5708 858-314-5824 SALIX P
August 6, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2013 SANTARUS, INC.
August 6, 2013	10-Q	Santarus FORM 10-Q (Quarterly Report) 10-Q 1 d551943d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fro
August 6, 2013	EX-10.1	Second Amendment to License Agreement among Pharming Group N.V., Pharming Intellectual Property B.V. and Santarus, Inc. EX-10.1 2 d551943dex101.htm EX-10.1 Exhibit 10.1 CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Second Amendment to License Agreement among Pharming Group N.V., Pharming Intellectual Property B.V. and Santarus, Inc. This Seco
August 6, 2013	EX-10.2	THIRD AMENDMENT TO AMENDED AND RESTATED SERVICES AND SUPPLY AGREEMENT EX-10.2 Exhibit 10.2 CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. THIRD AMENDMENT TO AMENDED AND RESTATED SERVICES AND SUPPLY AGREEMENT This THIRD AMENDMENT (this ?Amendment?) is dated as of June 4, 2013 (the ?Effective Dat
August 6, 2013	EX-99.1	SANTARUS REPORTS SECOND QUARTER 2013 FINANCIAL RESULTS Total revenues of $89.4 million grew 89% over prior year period Raises 2013 financial outlook to include total revenues of $355 million to $360 million, and non-GAAP adjusted earnings of $97 mill EX-99.1 Exhibit 99.1 COMPANY CONTACT: Martha L. Hough VP Finance & Investor Relations (858) 314-5824 Debra P. Crawford Chief Financial Officer (858) 314-5708 INVESTOR CONTACT: Westwicke Partners, LLC Stefan Loren, Ph.D. ([email protected]) (858) 356-5930 Robert Uhl ([email protected]) (858) 356-5932 For Immediate Release SANTARUS REPORTS SECOND QUARTER 2013 FINANCIAL RESULTS Total revenu
July 9, 2013	EX-99.1	EX-99.1 EX-99.1 Exhibit 99.1 NasdaqGS: SNTS July 9, 2013 Safe Harbor This presentation may include forward-looking statements that are based on management's beliefs and assumptions and on information currently available to management. The inclusion of forward-looking statements should not be regarded as a representation by Santarus that any of its plans or projected financial outlook will be achieved. Act
July 9, 2013	8-K	Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2013 SANTARUS, INC.
June 24, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2013 SANTARUS, INC.
June 18, 2013	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2013 SANTARUS, INC.
June 18, 2013	EX-99.1	SANTARUS AND PHARMING ANNOUNCE FDA ACCEPTANCE FOR REVIEW OF RUCONEST (RECOMBINANT HUMAN C1 ESTERASE INHIBITOR) BIOLOGICS LICENSE APPLICATION EX-99.1 Exhibit 99.1 SANTARUS CONTACTS: Martha L. Hough, VP Finance & Investor Relations +1 (858) 314-5824 Debra P. Crawford, Chief Financial Officer +1 (858) 314-5708 PHARMING CONTACTS: Sijmen de Vries, CEO Tel: +31 (0)71 524 7400 INVESTOR CONTACTS: Westwicke Partners, LLC Stefan Loren, Ph.D. ([email protected]) +1 (858) 356-5930 Robert Uhl ([email protected]) +1 (858) 356-5932 FTI Cons
June 13, 2013	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders - FORM 8-K FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2013 SANTARUS, INC.
June 12, 2013	S-8	- FORM S-8 Form S-8 As filed with the Securities and Exchange Commission on June 12, 2013 Registration No.
June 12, 2013	EX-3.1	CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION SANTARUS, INC. EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SANTARUS, INC. Santarus, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), DOES HEREBY CERTIFY: 1. The name of the Corporation is Santarus, Inc. The Corporation’s original Certificate of Incorporat
June 12, 2013	EX-10.1	SANTARUS, INC. AMENDED AND RESTATED 2004 EQUITY INCENTIVE AWARD PLAN (as amended and restated effective June 11, 2013) ARTICLE 1 EX-10.1 Exhibit 10.1 SANTARUS, INC. AMENDED AND RESTATED 2004 EQUITY INCENTIVE AWARD PLAN (as amended and restated effective June 11, 2013) ARTICLE 1 PURPOSE 1.1 General. The purpose of the Santarus, Inc. Amended and Restated 2004 Equity Incentive Award Plan, as amended and restated effective June 11, 2013 (the “Plan”) is to promote the success and enhance the value of Santarus, Inc. (the “Company
June 12, 2013	EX-10.2	SANTARUS, INC. AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN (as amended and restated effective June 11, 2013) EX-10.2 Exhibit 10.2 SANTARUS, INC. AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN (as amended and restated effective June 11, 2013) Santarus, Inc., a Delaware corporation (the “Company”), hereby adopts the Santarus, Inc. Amended and Restated Employee Stock Purchase Plan, as amended and restated effective June 11, 2013 (the “Plan”). 1. Purpose. The purposes of the Plan are as follows: A. To ass
May 31, 2013	DEFA14A	- DEFA14A DEFA14A SCHEDULE 14A INFORMATION (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material under sec.
May 15, 2013	SC 13D/A	SNTS / Santarus, Inc / Cosmo Technologies Ltd - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES ACT OF 1934 (Amendment No. 1)* Santarus, Inc. (Name of Issuer) common stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Number) Via C. Colombo, 1, 20020 Lainate-Milano, Italy, Telephone: 39 02 9333 7506, Attn: Mauro Ajani (Name, Address and Telephone Number of
May 10, 2013	EX-99.2	SANTARUS ANNOUNCES PRICING OF SECONDARY COMMON STOCK OFFERING BY A SELLING STOCKHOLDER EX-99.2 Exhibit 99.2 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 314-5708 (858) 356-5932 For Immediate Release SANTARUS ANNOUNCES PRICING OF SECONDARY COMMON STOCK OFFERING BY A
May 10, 2013	EX-99.1	SANTARUS ANNOUNCES LAUNCH OF A PROPOSED SECONDARY COMMON STOCK OFFERING BY A SELLING STOCKHOLDER EX-99.1 Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough VP Finance & Investor Relations (858) 314-5824 Debra P. Crawford Chief Financial Officer (858) 314-5708 Westwicke Partners, LLC Stefan Loren, Ph.D. ([email protected]) (858) 356-5930 Robert Uhl ([email protected]) (858) 356-5932 For Immediate Release SANTARUS ANNOUNCES LAUNCH OF A PROPOSED SECONDARY COMMON STOCK OFFE
May 10, 2013	424B3	4,250,000 Shares Common Stock 424B3 1 d534483d424b3.htm FINAL PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3) Registration No. 333-156806 PROSPECTUS SUPPLEMENT (To Prospectus dated April 29, 2009) 4,250,000 Shares Common Stock The selling stockholder named in this prospectus supplement under the caption “Selling Stockholder” is offering 4,250,000 shares of our common stock in this offering. The selling stockholder is an
May 10, 2013	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2013 SANTARUS, INC.
May 10, 2013	EX-1.1	4,250,000 Santarus, Inc. UNDERWRITING AGREEMENT EX-1.1 Exhibit 1.1 4,250,000 Santarus, Inc. UNDERWRITING AGREEMENT May 10, 2013 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. Cosmo Technologies Limited, the selling stockholder (the “Selling Stockholder”) of Santarus, Inc., a Delaware corporation (the “Company”), proposes to sell to the
May 9, 2013	424B3	Shares Common Stock PRELIMINARY PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3) Registration No.
May 6, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2013 SANTARUS, INC.
May 6, 2013	EX-99.1	SANTARUS REPORTS FIRST QUARTER 2013 FINANCIAL RESULTS Total revenues increase 73% with significant increase in net income over prior year period Raises 2013 financial outlook to include total revenues of $330 million to $340 million, net income of $5 EX-99.1 Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 356-5932 (858) 314-5708 For Immediate Release SANTARUS REPORTS FIRST QUARTER 2013 FINANCIAL RESULTS Total revenue
May 6, 2013	10-Q	Santarus 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-50651 SANTARUS, INC.
May 6, 2013	EX-10.5	AMENDED AND RESTATED EMPLOYMENT AGREEMENT EX-10.5 Exhibit 10.5 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between Santarus, Inc., a Delaware corporation (the ?Company?), and Julie A. DeMeules (?Executive?), and shall be effective as of March 22, 2013. WHEREAS, the Company and Executive desire to further amend and restate that certain Employment Agreeme
May 6, 2013	EX-10.1	AMENDED AND RESTATED EMPLOYMENT AGREEMENT EX-10.1 2 d501643dex101.htm EX-10.1 Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Santarus, Inc., a Delaware corporation (the “Company”), and Gerald T. Proehl (“Executive”), and shall be effective as of March 22, 2013. WHEREAS, the Company and Executive desire to further amend and restate that
May 6, 2013	EX-10.2	AMENDED AND RESTATED EMPLOYMENT AGREEMENT EX-10.2 Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between Santarus, Inc., a Delaware corporation (the ?Company?), and Debra P. Crawford (?Executive?), and shall be effective as of March 22, 2013. WHEREAS, the Company and Executive desire to further amend and restate that certain Employment Agreeme
May 6, 2013	EX-10.6	AMENDED AND RESTATED EMPLOYMENT AGREEMENT EX-10.6 Exhibit 10.6 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between Santarus, Inc., a Delaware corporation (the ?Company?), and William C. Denby, III (?Executive?), and shall be effective as of March 22, 2013. WHEREAS, the Company and Executive desire to further amend and restate that certain Employment Agr
May 6, 2013	EX-10.4	AMENDED AND RESTATED EMPLOYMENT AGREEMENT EX-10.4 Exhibit 10.4 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this Agreement) is entered into by and between Santarus, Inc., a Delaware corporation (the Company), and Maria Bedoya-Toro (Executive), and shall be effective as of March 22, 2013. WHEREAS, the Company and Executive desire to further amend and restate that certain Employment Agreeme
May 6, 2013	EX-10.3	AMENDED AND RESTATED EMPLOYMENT AGREEMENT EX-10.3 Exhibit 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between Santarus, Inc., a Delaware corporation (the ?Company?), and E. David Ballard, II, M.D. (?Executive?), and shall be effective as of March 22, 2013. WHEREAS, the Company and Executive desire to further amend and restate that certain Employmen
April 26, 2013	DEF 14A	- DEFINITIVE PROXY STATEMENT Definitive Proxy Statement Table of Contents SCHEDULE 14A INFORMATION (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under sec.
April 17, 2013	8-K	Financial Statements and Exhibits, Other Events Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2013 SANTARUS, INC.
April 17, 2013	EX-99.1	SANTARUS AND PHARMING ANNOUNCE SUBMISSION OF RUCONEST BIOLOGICS LICENSE APPLICATION TO FDA EX-99.1 Exhibit 99.1 SANTARUS CONTACTS: PHARMING CONTACTS: Martha L. Hough, VP Finance & Investor Relations Sijmen de Vries, CEO +1 (858) 314-5824 Tel: +31 (0)71 524 7400 Debra P. Crawford, Chief Financial Officer +1 (858) 314-5708 INVESTOR CONTACTS: Westwicke Partners, LLC FTI Consulting Stefan Loren, Ph.D. ([email protected]) Julia Phillips/John Dineen +1 (858) 356-5930 Tel: +44 (0)207 269 71
April 16, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2013 SANTARUS, INC.
April 12, 2013	SC 13G	SNTS / Santarus, Inc / Visium Asset Management, LP - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Santarus, Inc. (Name of Issuer) COMMON STOCK, $0.0001 PER SHARE (Title of Class of Securities) 802817304 (CUSIP Number) April 2, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
April 11, 2013	8-K	Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d518857d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2013 SANTARUS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 0-50651 33-0734433 (State or Other Jurisdiction of Incorporat
April 11, 2013	EX-99.1	EX-99.1 EX-99.1 Exhibit 99.1 NASDAQ: SNTS Investor and Analyst Day April 11th 2013 Safe Harbor This presentation may include forward-looking statements that are based on management's beliefs and assumptions and on information currently available to management. The inclusion of forward-looking statements should not be regarded as a representation by Santarus that any of its plans or projected financial out
April 9, 2013	PRE 14A	- PRELIMINARY PROXY STATEMENT Preliminary Proxy Statement SCHEDULE 14A INFORMATION (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: þ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under sec.
March 26, 2013	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2013 SANTARUS, INC.
March 4, 2013	EX-99.1	SANTARUS REPORTS FOURTH QUARTER AND FULL YEAR 2012 FINANCIAL RESULTS Company achieves record annual revenues of $218.0 million in 2012 2012 net income of $18.6 million and $0.27 diluted EPS more than triple prior year period EX-99.1 Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 356-5932 (858) 314-5708 For Immediate Release SANTARUS REPORTS FOURTH QUARTER AND FULL YEAR 2012 FINANCIAL RESULT
March 4, 2013	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2013 SANTARUS, INC.
March 1, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2013 SANTARUS, INC.
February 22, 2013	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 8-K 1 d492399d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2013 SANTARUS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 0-50651 33-0734433 (State or Other Jurisdiction of Incorporatio
February 22, 2013	EX-10.1	SANTARUS, INC. 2013 BONUS PLAN* EX-10.1 Exhibit 10.1 SANTARUS, INC. 2013 BONUS PLAN* * Excludes those covered under the Field Sales Incentive Plans Santarus, Inc. 2013 Bonus Plan The Santarus, Inc. (“Santarus” or the “Company”) 2013 Bonus Plan (the “Plan”) is designed to offer employees a performance-based plan that rewards the achievement of corporate goals, as well as individual goals that are consistent with the corporate goa
February 14, 2013	EX-99.1	JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi
February 14, 2013	SC 13G/A	SNTS / Santarus, Inc / SAC Capital Advisors LP - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SANTARUS, INC. (Name of Issuer) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 802817304 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pu
February 14, 2013	SC 13G/A	SNTS / Santarus, Inc / Broadfin Capital, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.
February 14, 2013	SC 13G/A	SNTS / Santarus, Inc / ASHFORD CAPITAL MANAGEMENT INC - SANTARUS, INC. #1 Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Santarus, Inc. (Name of Issuer) Common Stock, $0.0001 Par Value Per Share (Title of Class of Securities) 802817304 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh
February 14, 2013	SC 13D	SNTS / Santarus, Inc / Cosmo Technologies Ltd - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES ACT OF 1934 Santarus, Inc. (Name of Issuer) common stock, par value $0.0001 per share (Title of Class of Securities) 802817304 (CUSIP Number) Via C. Colombo, 1, 20020 Lainate-Milano, Italy, Telephone: 39 02 9333 7506, Attn: Mauro Ajani (Name, Address and Telephone Number of Person Authorized t
February 1, 2013	8-K	Other Events 8-K 1 d477628d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2013 SANTARUS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 0-50651 33-0734433 (State or Other Jurisdiction of Incorpor
January 28, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2013 SANTARUS, INC.
January 28, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2013 SANTARUS, INC.
January 23, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2013 SANTARUS, INC.
January 15, 2013	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2013 SANTARUS, INC.
December 20, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2012 SANTARUS, INC.
December 20, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2012 SANTARUS, INC.
December 19, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2012 SANTARUS, INC.
December 14, 2012	S-8	- FORM S-8 Form S-8 As filed with the Securities and Exchange Commission on December 14, 2012 Registration No.
December 12, 2012	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2012 SANTARUS, INC.
December 10, 2012	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2012 SANTARUS, INC.
November 30, 2012	8-K	Entry into a Material Definitive Agreement - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2012 SANTARUS, INC.
November 13, 2012	CORRESP	- Comment & Response Letter LATHAM & WATKINS LLP November 13, 2012 VIA EDGAR 12636 High Bluff Drive, Suite 400 San Diego, California 92130-2071 Tel: +1.
November 7, 2012	EX-99.1	SANTARUS AND PHARMING ANNOUNCE POSITIVE TOP-LINE PHASE III RESULTS FOR RUCONEST IN ACUTE HEREDITARY ANGIOEDEMA Statistically significant results for primary endpoint of time to beginning of symptom relief Exhibit 99.1 SANTARUS CONTACTS: PHARMING CONTACTS: Martha L. Hough, VP Finance & Investor Relations Sijmen de Vries, CEO +1 (858) 314-5824 Tel: +31 (0)71 524 7400 Debra P. Crawford, Chief Financial Officer +1 (858) 314-5708 Westwicke Partners, LLC FTI Consulting Stefan Loren, Ph.D. ([email protected]) Julia Phillips/John Dineen +1 (858) 356-5930 Tel: +44 (0)207 269 7193 Robert Uhl (robert.uhl@w
November 7, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2012 SANTARUS, INC.
November 7, 2012	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2012 SANTARUS, INC.
November 7, 2012	EX-99.1	SANTARUS REPORTS THIRD QUARTER 2012 FINANCIAL RESULTS 104% increase in total revenues drives substantial increase in profits over prior year period Raises 2012 financial outlook to include total revenues of approximately $210 million, net income of $ Press Release Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 356-5932 (858) 314-5708 For Immediate Release SANTARUS REPORTS THIRD QUARTER 2012 FINANCIAL RESULTS 104% in
October 11, 2012	CORRESP	- Response Letter October 11, 2012 VIA EDGAR Mr. Jim B. Rosenberg Senior Assistant Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Santarus, Inc. Form 10-K for the Fiscal Year ended December 31, 2011 Filed March 5, 2012 Form 10-Q for the Quarterly Period Ended June 30, 2012 Filed August 7, 2012 File No. 000-50651 Dear Mr. Rosenberg: We are in receipt o
October 10, 2012	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 5, 2012 SANTARUS, INC.
October 10, 2012	EX-10.1	KILROY CENTRE DEL MAR OFFICE LEASE Office Lease Exhibit 10.1 KILROY CENTRE DEL MAR OFFICE LEASE This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between KILROY REALTY, L.P., a Delaware limited partnership (“Landlord”), and SANTARUS, INC., a Delaware corporation (“Tenant”). SUMMARY OF BASIC LEASE INFORMATION TERMS OF LEASE DE
September 19, 2012	CORRESP	- CORRESPONDENCE LATHAM & WATKINS LLP September 18, 2012 VIA EDGAR CORRESPONDENCE Ms.
September 12, 2012	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2012 SANTARUS, INC.
September 12, 2012	EX-99.1	SANTARUS ANNOUNCES POSITIVE TOP-LINE PHASE III RESULTS FOR RIFAMYCIN SV MMX IN TRAVELERS’ DIARRHEA Achieves highly statistically significant results on primary endpoint Press Release Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 356-5932 (858) 314-5708 For Immediate Release SANTARUS ANNOUNCES POSITIVE TOP-LINE PHASE III RESULTS FOR RI
September 6, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2012 SANTARUS, INC.
September 4, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2012 SANTARUS, INC.
August 15, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2012 SANTARUS, INC.
August 13, 2012	EX-99.1	SANTARUS ANNOUNCES FDA EXTENSION OF UCERIS NEW DRUG APPLICATION TARGET ACTION DATE TO JANUARY 16, 2013 PRESS RELEASE Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough Westwicke Partners, LLC VP Finance & Investor Relations Stefan Loren, Ph.D. ([email protected]) (858) 314-5824 (858) 356-5930 Debra P. Crawford Robert Uhl ([email protected]) Chief Financial Officer (858) 356-5932 (858) 314-5708 For Immediate Release SANTARUS ANNOUNCES FDA EXTENSION OF UCERIS NEW DRUG APPLICATI
August 13, 2012	8-K	Financial Statements and Exhibits, Other Events - FORM 8-K FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2012 SANTARUS, INC.
August 9, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2012 SANTARUS, INC.
August 7, 2012	EX-99.1	SANTARUS REPORTS SECOND QUARTER 2012 FINANCIAL RESULTS Total revenues of $47.2 million grew 77% over prior year period Net income of $3.4 million increased 27% over 2011 second quarter Affirms 2012 financial outlook including revenues of at least $20 Press Release Exhibit 99.1 COMPANY CONTACT: Martha L. Hough VP Finance & Investor Relations (858) 314-5824 Debra P. Crawford Chief Financial Officer (858) 314-5708 INVESTOR CONTACT: Westwicke Partners, LLC Stefan Loren, Ph.D. ([email protected]) (858) 356-5930 Robert Uhl ([email protected]) (858) 356-5932 For Immediate Release SANTARUS REPORTS SECOND QUARTER 2012 FINANCIAL RESULTS Total
August 7, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2012 SANTARUS, INC.
August 6, 2012	8-K	Other Events Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2012 SANTARUS, INC.
July 9, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2012 SANTARUS, INC.
June 15, 2012	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2012 SANTARUS, INC.
June 15, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2012 SANTARUS, INC.
June 5, 2012	CORRESP	- Correspondence Santarus, Inc. 3721 Valley Centre Drive, Suite 400 San Diego, CA 92130 June 5, 2012 VIA EDGAR Jeffrey Riedler Assistant Director Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Santarus, Inc. Registration Statement on Form S-3 (File Number 333-181255) Ladies and Gentlemen: In accordance with Rule 461 under the Securiti
June 4, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2012 SANTARUS, INC.
May 22, 2012	8-K	Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2012 SANTARUS, INC.
May 8, 2012	EX-99.1	SANTARUS REPORTS FIRST QUARTER 2012 FINANCIAL RESULTS Total revenues of $45.9 million more than double compared with the prior year period Affirms 2012 financial outlook Press Release Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough LHA VP Finance & Investor Relations Jody Cain ([email protected]) (858) 314-5824 Bruce Voss ([email protected]) Debra P. Crawford (310) 691-7100 Chief Financial Officer @LHAIRPR (858) 314-5708 For Immediate Release SANTARUS REPORTS FIRST QUARTER 2012 FINANCIAL RESULTS Total revenues of $45.9 million more than double compared w
May 8, 2012	S-3	- FORM S-3 FORM S-3 Table of Contents As filed with the Securities and Exchange Commission on May 8, 2012 Registration No.
May 8, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2012 SANTARUS, INC.
May 3, 2012	SC 13G	SNTS / Santarus, Inc / SAC Capital Advisors LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SANTARUS, INC. (Name of Issuer) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 802817304 (CUSIP Number) May 2, 2012 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant
May 3, 2012	EX-99.1	JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi
April 26, 2012	DEF 14A	- DEFINITIVE PROXY STATEMENT DEF 14A 1 d333893ddef14a.htm DEFINITIVE PROXY STATEMENT SCHEDULE 14A INFORMATION (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive
April 18, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2012 SANTARUS, INC.
April 10, 2012	8-K	Regulation FD Disclosure - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2012 SANTARUS, INC.
April 10, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2012 SANTARUS, INC.
March 13, 2012	8-K	Regulation FD Disclosure - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2012 SANTARUS, INC.
March 8, 2012	8-K	Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2012 SANTARUS, INC.
March 5, 2012	EX-99.1	SANTARUS REPORTS FOURTH QUARTER AND FULL YEAR 2011 FINANCIAL RESULTS 2011 fourth quarter revenues of $42.6 million grew 65% over prior year period 2011 revenues totaled $118.8 million with net income of $4.7 million or $0.07 per diluted share EX-99.1 2 d309124dex991.htm PRESS RELEASE Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough LHA VP Finance & Investor Relations Jody Cain ([email protected]) (858) 314-5824 Bruce Voss ([email protected]) Debra P. Crawford (310) 691-7100 Chief Financial Officer @LHAIRPR (858) 314-5708 For Immediate Release SANTARUS REPORTS FOURTH QUARTER AND FULL YEAR 2011 FINANCIAL RESULTS 2011 fourth quar
March 5, 2012	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2012 SANTARUS, INC.
February 24, 2012	EX-10.1	SANTARUS, INC. 2012 BONUS PLAN* Santarus, Inc. 2012 Bonus Plan Exhibit 10.1 SANTARUS, INC. 2012 BONUS PLAN* *Excludes those covered under the Field Sales Incentive Plans Final Approved Santarus, Inc. 2012 Bonus Plan The Santarus, Inc. (“Santarus” or the “Company”) 2012 Bonus Plan (the “Plan”) is designed to offer employees a performance-based plan that rewards the achievement of corporate goals, as well as individual goals that
February 24, 2012	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2012 SANTARUS, INC.
February 22, 2012	8-K	Entry into a Material Definitive Agreement - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2012 SANTARUS, INC.
February 17, 2012	8-K	Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2012 SANTARUS, INC.
February 15, 2012	EX-99.1	SANTARUS ANNOUNCES FDA ACCEPTANCE OF UCERIS NEW DRUG APPLICATION FOR INDUCTION OF REMISSION OF ACTIVE ULCERATIVE COLITIS FDA action date in October 2012 Press Release Exhibit 99.1 COMPANY CONTACT: INVESTOR CONTACT: Martha L. Hough VP Finance & Investor Relations (858) 314-5824 Debra P. Crawford Chief Financial Officer (858) 314-5708 LHA Jody Cain ([email protected]) Bruce Voss ([email protected]) (310) 691-7100 @LHAIRPR For Immediate Release SANTARUS ANNOUNCES FDA ACCEPTANCE OF UCERIS NEW DRUG APPLICATION FOR INDUCTION OF REMISSION OF ACTIVE ULCERATIVE
February 15, 2012	8-K	Financial Statements and Exhibits, Other Events 8-K 1 d301065d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2012 SANTARUS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 0-50651 33-0734433 (State or Other Jurisdiction of Incorpo
February 14, 2012	EX-10.2	Second Amended and Restated LIBOR Addendum to Amended and Restated Loan and Security Agreement EX-10.2 3 d299861dex102.htm SECOND AMENDED AND RESTATED LIBOR ADDENDUM Exhibit 10.2 Second Amended and Restated LIBOR Addendum to Amended and Restated Loan and Security Agreement This Second Amended and Restated LIBOR Addendum to Amended and Restated Loan and Security Agreement (this “Addendum”) is entered into as of February 13, 2012 by and between COMERICA BANK (“Bank”) and SANTARUS, INC. (“Borr
February 14, 2012	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2012 SANTARUS, INC.
February 14, 2012	SC 13G	SNTS / Santarus, Inc / ASHFORD CAPITAL MANAGEMENT INC - SANTARUS, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Santarus, Inc. (Name of Issuer) Common Stock, $0.0001 Par Value Per Share (Title of Class of Securities) 802817304 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which
February 14, 2012	EX-10.1	SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Second Amendment dated February 13, 2012 Exhibit 10.1 SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This Second Amendment to the Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into as of February 13, 2012, by and between COMERICA BANK (“Bank”) and SANTARUS, INC. (“Borrower”). RECITALS Borrower and Bank are parties to that certain Amended and R
February 13, 2012	SC 13G/A	SNTS / Santarus, Inc / Broadfin Capital, LLC Passive Investment OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response………11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.
February 13, 2012	SC 13G/A	SNTS / Santarus, Inc / WESTFIELD CAPITAL MANAGEMENT CO LP - AMENDMENT NO. 9 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9)* Santarus, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 802817304 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

SNTS / Santarus, Inc - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

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