Jazz Pharmaceuticals plc — Director's Dealing 2012

Feb 15, 2012

SEC Form 4/A — Form 4/A

Issuer: Jazz Pharmaceuticals plc (JAZZ)
CIK: 0001232524
Period of Report: 2012-01-18

Reporting Person: CRESSEY BRYAN C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-18	Ordinary Shares	A	2372094	—	Acquired	2372094	Indirect
2012-01-18	Ordinary Shares	A	37036	—	Acquired	37036	Indirect

Footnotes

F1: This is an amendment to a Form 4 filed by the Reporting Person on January 18, 2012. The original Form 4 incorrectly stated the number of ordinary shares indirectly acquired in the Merger (as defined in footnote 2 below) and indirectly held following the Merger. Accordingly, this amendment is being filed solely to correct the error in the original Form 4. The error in the original Form 4 first appeared in a Form 4 filed by the Reporting Person on January 13, 2012 to report the cashless exercise of warrants to purchase Jazz Pharmaceuticals, Inc. common stock prior to the Merger, and was carried over to the original Form 4 as well as a separate Form 4 filed by the Reporting Person on January 18, 2012 to report the corresponding disposition of securities of Jazz Pharmaceuticals, Inc. made in connection with the Merger.

F2: Acquisition made in connection with the conversion of securities in the merger (the "Merger") pursuant to the Agreement and Plan of Merger and Reorganization by and among the Issuer, Jaguar Merger Sub Inc., Jazz Pharmaceuticals, Inc. and Seamus Mulligan, solely in his capacity as indemnitors' representative. The effective date of the Merger is January 18, 2012. This report is being filed by the Reporting Person solely to report the acquisition of securities of the Issuer made in connection with the Merger.

F3: Received in exchange for an equal number of shares of Jazz Pharmaceuticals, Inc. common stock in connection with the Merger. On the effective date of the Merger, the closing price of JAZZ was $47.34 per share.

F4: The shares are owned by Thoma Cressey Fund VII, L.P. Thoma Cressey Bravo, Inc. is the general partner of Thoma Cressey Fund VII, L.P. The Reporting Person is a partner of Thoma Cressey Bravo, Inc. and shares voting and investment power over the shares held by Thoma Cressey Fund VII, L.P. The Reporting Person disclaims beneficial ownership of the shares held by Thoma Cressey Fund VII, L.P. except to the extent of his proportionate pecuniary interest therein.

F5: The shares are owned by Thoma Cressey Friends Fund VII, L.P. Thoma Cressey Bravo, Inc. is the general partner of Thoma Cressey Friends Fund VII, L.P. The Reporting Person is a partner of Thoma Cressey Bravo, Inc. and shares voting and investment power over the shares held by Thoma Cressey Friends Fund VII, L.P. The Reporting Person disclaims beneficial ownership of the shares held by Thoma Cressey Friends Fund VII, L.P. except to the extent of his proportionate pecuniary interest therein.