AGA Medical Holdings, Inc. 4
4 · AGA Medical Holdings, Inc. · Filed Nov 18, 2010
Insider Transaction Report
Form 4
HELMS JACK P
Director
Transactions
- Disposition to Issuer
Common Stock
2010-11-18−10,000→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2010-11-18$7.16/sh−6,293$45,058→ 0 totalExercise: $13.64Exp: 2016-11-02→ Common Stock (6,293 underlying)
Footnotes (2)
- [F1]The reporting person disposed of 10,000 shares of common stock in the merger provided for in the Agreement and Plan of Merger and Reorganization ("the Merger Agreement"), dated October 15, 2010, by and among AGA Medical Holdings, Inc. ("AGA"), St. Jude Medical, Inc. ("St. Jude Medical ") and Asteroid Subsidiary Corporation, an indirect wholly-owned subsidiary of St. Jude Medical. Pursuant to the terms of the Merger Agreement, at the effective time of the merger, 50% of the reporting person's shares of common stock of AGA issued and outstanding immediately prior to the effective time of the merger were converted into the right to receive $20.80 in cash per share, without interest, and 50% of the reporting person's shares of common stock of AGA issued and outstanding immediately prior to the effective time of the merger were converted into the right to receive 0.540 shares of St. Jude common stock per share.
- [F2]This option was canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment representing the difference between the per share exercise price of the option and the cash merger consideration of $20.80 per share, multiplied by the number of shares of AGA common stock underlying the option.