4//SEC Filing
Life Technologies Corp 4
Accession 0001127602-14-004267
CIK 0001073431operating
Filed
Feb 3, 7:00 PM ET
Accepted
Feb 4, 2:48 PM ET
Size
23.1 KB
Accession
0001127602-14-004267
Insider Transaction Report
Form 4
UPRICHARD DAVID C
Director
Transactions
- Disposition to Issuer
Common Stock
2014-02-03$76.13/sh−2,930$223,064→ 0 total - Disposition to Issuer
Restricted Stock Units
2014-02-03−6,033→ 0 totalFrom: 2010-04-30Exp: 2019-04-30→ Common Stock (6,033 underlying) - Disposition to Issuer
Restricted Stock Units
2014-02-03−2,000→ 0 totalFrom: 2006-05-24Exp: 2016-04-24→ Common Stock (2,000 underlying) - Disposition to Issuer
Restricted Stock Units
2014-02-03−3,053→ 0 totalFrom: 2014-04-24Exp: 2023-04-24→ Common Stock (3,053 underlying) - Disposition to Issuer
Stock Options
2014-02-03$31.86/sh−3,000$95,580→ 0 totalExercise: $31.86From: 2007-04-24Exp: 2016-04-24→ Common Stock (3,000 underlying) - Disposition to Issuer
Restricted Stock Units
2014-02-03−2,000→ 5,228 totalFrom: 2008-04-19Exp: 2015-04-21→ Common Stock (2,000 underlying) - Disposition to Issuer
Restricted Stock Units
2014-02-03−4,021→ 0 totalFrom: 2012-04-28Exp: 2021-04-28→ Common Stock (4,021 underlying) - Disposition to Issuer
Restricted Stock Units
2014-02-03−3,742→ 0 totalFrom: 2009-04-30Exp: 2018-04-30→ Common Stock (3,742 underlying) - Disposition to Issuer
Restricted Stock Units
2014-02-03−5,228→ 0 totalFrom: 2008-04-19Exp: 2015-04-21→ Common Stock (5,228 underlying)
Footnotes (3)
- [F1]On February 3, 2014, Thermo Fisher Scientific Inc., a Delaware corporation ("Thermo Fisher"), acquired the issuer pursuant to that certain merger agreement between issuer, Thermo Fisher and Polpis Merger Sub Co., a Delaware corporation and wholly owned subsidiary of Thermo Fisher ("Merger Sub"), dated as of April 14, 2013 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the issuer (the "Merger"), with the issuer surviving the Merger as a wholly owned subsidiary of Thermo Fisher. At the effective time of the Merger, each outstanding share of the issuer's common stock was converted into the right to receive $76.1311786 in cash (the "per-share merger consideration"). In addition, all outstanding options, performance restricted stock units and service-based restricted stock units were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration (less the exercise price in the case of options), payable without interest and less any required withholding taxes (other than certain service-based restricted stock units that were assumed by Thermo Fisher at the effective time of the Merger and converted into the right to receive a cash payment equal to the per-share merger consideration, which will vest and become payable following the effective time of the Merger in accordance with their original terms). The Merger is more fully described in the issuer's Proxy Statement filed with the SEC on July 22, 2013.
- [F2]These Stock Options were canceled at the effective time of the Merger (whether vested or unvested) in exchange for a cash payment equal to the per-share merger consideration, less the exercise price of the option.
- [F3]These service-based Restricted Stock Units were assumed by Thermo Fisher at the effective time of the Merger and converted into the right to receive a cash payment equal to the per-share merger consideration, which will vest and become payable following the effective time of the Merger in accordance with their original terms.
Documents
Issuer
Life Technologies Corp
CIK 0001073431
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001073431
Filing Metadata
- Form type
- 4
- Filed
- Feb 3, 7:00 PM ET
- Accepted
- Feb 4, 2:48 PM ET
- Size
- 23.1 KB