4//SEC Filing
COVANCE INC 4
Accession 0001127602-15-007602
CIK 0001023131operating
Filed
Feb 22, 7:00 PM ET
Accepted
Feb 23, 12:52 PM ET
Size
24.9 KB
Accession
0001127602-15-007602
Insider Transaction Report
Form 4
COVANCE INCCVD
LOVETT JAMES W
Corporate Sr. Vice President
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2015-02-19−2,450→ 0 totalExercise: $81.40From: 2011-02-21Exp: 2018-02-20→ Common Stock (2,450 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2015-02-19−9,344→ 0 totalExercise: $56.93From: 2013-02-17Exp: 2020-02-16→ Common Stock (9,344 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2015-02-19−9,100→ 0 totalExercise: $101.95Exp: 2024-02-17→ Common Stock (9,100 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2015-02-19−16,100→ 0 totalExercise: $58.37From: 2014-02-17Exp: 2021-02-16→ Common Stock (16,100 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2015-02-19−11,200→ 0 totalExercise: $69.01Exp: 2023-02-18→ Common Stock (11,200 underlying) - Award
Common Stock
2015-02-19+3,292→ 43,823 total - Tax Payment
Common Stock
2015-02-19$107.19/sh−7,084$759,307→ 36,739 total - Disposition to Issuer
Common Stock
2015-02-19−36,739→ 0 total - Disposition to Issuer
Common Stock - 401(k) Plan
2015-02-19−1,316→ 0 total(indirect: By Trust) - Disposition to Issuer
Stock Option (Right to Buy)
2015-02-19−6,800→ 0 totalExercise: $48.16Exp: 2022-02-19→ Common Stock (6,800 underlying)
Footnotes (5)
- [F1]On November 2, 2014, Laboratory Corporation of America Holdings, a Delaware corporation ("Parent"), entered into that certain merger agreement with the issuer and Neon Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub was merged with and into the issuer (the "Merger"), with issuer surviving the Merger as a wholly owned subsidiary of Parent. On February 19, 2015, the effective time of the Merger, each outstanding share of the issuer's common stock was converted into the right to receive $75.76 in cash and 0.2686 shares of Parent common stock (the "per-share merger consideration"). The Merger is more fully described in the issuer's proxy statement/prospectus filed with the SEC on January 16, 2015.
- [F2]These stock options were canceled at the effective time of the Merger in exchange for a cash payment equal to the difference between the value of the merger consideration, which is $75.76 in cash and 0.2686 LabCorp shares for each Covance share, less the exercise price of the stock option. Pursuant to the merger agreement, the price of each LabCorp share for this purpose equaled the average of the volume weighted average trading prices of LabCorp shares on each of the 10 consecutive trading days ending on (and including) the third trading day before the closing date, which was $115.6625. These options originally provided for vesting in four equal annual installments beginning February 20, 2013.
- [F3]These stock options were canceled at the effective time of the Merger in exchange for a cash payment equal to the difference between the value of the merger consideration, which is $75.76 in cash and 0.2686 LabCorp shares for each Covance share, less the exercise price of the stock option. Pursuant to the merger agreement, the price of each LabCorp share for this purpose equaled the average of the volume weighted average trading prices of LabCorp shares on each of the 10 consecutive trading days ending on (and including) the third trading day before the closing date, which was $115.6625.
- [F4]These stock options were canceled at the effective time of the Merger in exchange for a cash payment equal to the difference between the value of the merger consideration, which is $75.76 in cash and 0.2686 LabCorp shares for each Covance share, less the exercise price of the stock option. Pursuant to the merger agreement, the price of each LabCorp share for this purpose equaled the average of the volume weighted average trading prices of LabCorp shares on each of the 10 consecutive trading days ending on (and including) the third trading day before the closing date, which was $115.6625. These options originally provided for vesting in four equal annual installments beginning February 19, 2014.
- [F5]These stock options were canceled at the effective time of the Merger in exchange for a cash payment equal to the difference between the value of the merger consideration, which is $75.76 in cash and 0.2686 LabCorp shares for each Covance share, less the exercise price of the stock option. Pursuant to the merger agreement, the price of each LabCorp share for this purpose equaled the average of the volume weighted average trading prices of LabCorp shares on each of the 10 consecutive trading days ending on (and including) the third trading day before the closing date, which was $115.6625. These options originally provided for vesting in four equal annual installments beginning February 18, 2015.
Documents
Issuer
COVANCE INC
CIK 0001023131
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001023131
Filing Metadata
- Form type
- 4
- Filed
- Feb 22, 7:00 PM ET
- Accepted
- Feb 23, 12:52 PM ET
- Size
- 24.9 KB