DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-3 (File No. 333-207290) previously filed by Vitae Pharmaceuticals, Inc., a Delaware corporation (the Company) with the Securities and Exchange Commission (the Commission) on October 5, 2015, as amended by Amendment No. 1 to Form S-3 filed with the Commission on October 30, 2015 (as amended, the Registration Statement), pertaining to the registration of the Registrants common stock or preferred stock, debt securities, warrants to purchase common stock, preferred stock or debt securities, subscription rights to purchase common stock, preferred stock or debt securities, and/or units consisting of some or all of these securities, in any combination, with aggregate offering price not more than $200,000,000 (the Shares).
On October 25, 2016, pursuant to the Agreement and Plan of Merger (the Merger Agreement), dated as of September 13, 2016, by and among the Company, Allergan Holdco US, Inc., a Delaware corporation (Parent), and Augusta Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (Merger Sub), Merger Sub merged with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of Parent (the Merger).
In connection with the Merger, the offering pursuant to the Registration Statement has been terminated. In accordance with an undertaking made by the Company in the Registration Statement pursuant to Rule 415 to remove from registration, by means of a post-effective amendment, any Shares registered under the Registration Statement that remain unsold at the termination of the offering, the Company hereby removes from registration all Shares registered but unsold under the Registration Statement.