Powers Gregg J 4
4 · ALERE INC. · Filed Oct 3, 2017
Insider Transaction Report
Form 4
ALERE INC.ALR
Powers Gregg J
Director
Transactions
- Disposition to Issuer
Common Stock
2017-10-03−46,000→ 0 total - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-10-03−39,820→ 0 totalExercise: $33.73→ Common Stock (39,820 underlying) - Disposition to Issuer
Common Stock
2017-10-03−5,530→ 0 total(indirect: See footnote)
Footnotes (4)
- [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of January 30, 2016, as amended on April 13, 2017 (the "Merger Agreement"), between Alere Inc. (the "Company") and Abbott Laboratories, at the Effective Time (as defined in the Merger Agreement) (the "Effective Time"), each of these shares of the Company's common stock (the "Common Stock") was converted into the right to receive $51.00 (the "Merger Consideration").
- [F2]Pursuant to the Merger Agreement, at the Effective Time, each outstanding Employee Stock Option, whether vested or unvested, was canceled and converted into the right to receive a lump-sum cash payment equal to the product of (i) the number of shares of Common Stock for which such Employee Stock Option has not been exercised and (ii) the excess, if any, of the Merger Consideration over the exercise price per share of such Employee Stock Option.
- [F3]The shares listed above as being indirectly owned by Mr. Powers are held by Pelican Bay Holdings, the general partner of Private Capital Management, LLC ("PCM"), a registered investment adviser. Mr. Powers serves as Chairman and Chief Executive Officer of PCM. Mr. Powers is also the sole owner, indirectly, of Pelican Bay Holdings. In addition to the shares of common stock and convertible preferred stock listed above, Mr. Powers exercises investment control over (i)552,995 shares of common stock owned by clients of PCM, (ii)183,675 shares of common stock owned through pooled investment vehicles for which PCM serves as investment advisor, (iii)1,675 shares of common stock owned in a PCM proprietary account,
- [F4](iv)1,001 shares of convertible preferred stock owned by clients of PCM, and (v)3,257 shares of convertible preferred stock owned through a pooled investment vehicle for which PCM serves as investment advisor. Mr. Powers disclaims beneficial ownership of these shares.