ORCHID CELLMARK INC 4
4 · ORCHID CELLMARK INC · Filed Dec 16, 2011
Insider Transaction Report
Form 4
LABORATORY CORP OF AMERICA HOLDINGS
10% Owner
Transactions
- Purchase
Common Stock, par value $.001
2011-12-15$2.80/sh+8,273,065$23,164,582→ 34,455,961 total(indirect: See footnote) - Purchase
Common Stock, par value $.001
2011-12-15$2.80/sh+51,937$145,424→ 26,182,896 total(indirect: See footnote)
Footnotes (3)
- [F1]The Reporting Person is filing this Form 4 on behalf of itself and OCM Acquisition Corp. ("OCM"), a Delaware corporation and a wholly owned subsidiary of the reporting person.
- [F2]These shares were acquired by OCM during the subsequent offering period of the tender offer for all outstanding shares of common stock of the Issuer, including, to the extent outstanding, the associated preferred stock purchase rights issued under the Rights Agreement, dated July 27, 2001, as amended, between the Issuer and American Stock Transfer & Trust Company, as rights agent (the "Offer"). The Offer was made upon the terms and subject to the conditions set forth in the Offer to Purchase, dated April 19, 2011, which was annexed to and filed with the Schedule TO filed by the Reporting Person with the Securities and Exchange Commission on April 19, 2011.
- [F3]These shares were acquired by OCM pursuant to the exercise of the Top-Up Option set forth in the Agreement and Plan of Merger, dated April 5, 2011, as amended, among the Reporting Person, OCM and the Issuer.