4//SEC Filing
Tropiano Michael A 4
Accession 0000878088-12-000058
CIK 0000878088other
Filed
Oct 1, 8:00 PM ET
Accepted
Oct 2, 4:33 PM ET
Size
26.2 KB
Accession
0000878088-12-000058
Insider Transaction Report
Form 4
Tropiano Michael A
EVP & CFO
Transactions
- Disposition to Issuer
Common Stock
2012-09-28$50.00/sh−57,250$2,862,500→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2012-09-28$25.73/sh−4,700$120,931→ 0 totalExercise: $24.27Exp: 2017-03-21→ Common Stock (4,700 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-09-28$22.29/sh−2,095$46,698→ 6,025 totalExercise: $27.71Exp: 2020-01-03→ Common Stock (8,120 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-09-28−6,025→ 0 totalExercise: $27.71Exp: 2020-01-03→ Common Stock (6,025 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-09-28−16,420→ 0 totalExercise: $36.54Exp: 2021-01-06→ Common Stock (16,420 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-09-28$25.51/sh−30,000$765,300→ 0 totalExercise: $24.29Exp: 2015-08-31→ Common Stock (30,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-09-28$16.38/sh−875$14,333→ 0 totalExercise: $33.62Exp: 2016-01-08→ Common Stock (875 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-09-28$36.94/sh−20,100$742,494→ 0 totalExercise: $13.06Exp: 2019-01-07→ Common Stock (20,100 underlying) - Disposition to Issuer
Stock Option (right to buy)
2012-09-28−22,894→ 0 totalExercise: $32.76Exp: 2022-01-05→ Common Stock (22,894 underlying)
Footnotes (6)
- [F1]On Sept 28, 2012, certain affiliates of TPG Capital, L.P.("TPG") acquired the Issuer (the "Merger") pursuant to that certain merger agreement, as of July 14, 2012, by and among the Issuer, Sky Growth Holdings Corporation ("Parent") and Sky Growth Acquisition Corporation ("Merger Sub"). In connection with the Merger, TPG acquired all of the outstanding shares of the Issuer's Common Stock at a price of $50 per share, in cash. In addition, all outstanding deferred unit awards, performance stock units, restricted stock units and options (other than such awards held by certain employees that were exchanged for awards of Parent's stock) were cancelled upon the closing of the Merger in exchange for cash payments at a price of $50 per unit or option share (less the exercise price in the case of options), payable without interest and less any required withholding taxes. This transaction is more fully described in the Issuer's Proxy Statement filed with the SEC on Aug 27, 2012, as amended.
- [F2]The options, all of which were exercisable, were cancelled upon the closing of the Merger in exchange for a cash payment equal to the number of shares underlying such options multiplied by the difference between the exercise price of such options and the Merger consideration of $50.00 per share.
- [F3]The vesting of these options was accelerated upon the change of control effective as of the approval of the Merger by the stockholders of the Issuer and were cancelled upon the closing of the Merger in exchange for a cash payment equal to the number of shares underlying such options multiplied by the difference between the exercise price of such options and the Merger consideration of $50.00 per share.
- [F4]The vesting of certain of these options was accelerated upon the change of control effective as of the approval of the Merger by the stockholders of the Issuer and these options were exchanged for options to purchase 179,063 shares of Parent's stock at an exercise price of $.25 per share.
- [F5]The vesting of certain of these options was accelerated upon the change of control effective as of the approval of the Merger by the stockholders of the Issuer and these options were exchanged for options to purchase 294,684 shares of Parent's stock at an exercise price of $.25 per share.
- [F6]The vesting of certain of these options was accelerated upon the change of control effective as of the approval of the Merger by the stockholders of the Issuer and these options were exchanged for options to purchase 526,257 shares of Parent's stock at an exercise price of $.25 per share.
Documents
Issuer
PAR PHARMACEUTICAL COMPANIES, INC.
CIK 0000878088
Entity typeother
Related Parties
1- filerCIK 0001493845
Filing Metadata
- Form type
- 4
- Filed
- Oct 1, 8:00 PM ET
- Accepted
- Oct 2, 4:33 PM ET
- Size
- 26.2 KB