WATERS RICHARD D JR 4/A

Accession 0001144204-04-021856

CIK 0000947577other

View on SEC.gov Company Profile

Filed

Dec 14, 7:00 PM ET

Accepted

Dec 15, 6:47 PM ET

Size

39.2 KB

Accession

0001144204-04-021856

Insider Transaction Report

Form 4/AAmended

Period: 2004-12-13

NUCO2 INC /FLNUCO

WATERS RICHARD D JR

Director

Transactions

Conversion
Common Stock
2004-12-13+478,211→ 1,233,193 total(indirect: See footnote)
Conversion
Warrants
2004-12-13−3,261→ 0 total(indirect: See footnote)
Exercise: $8.79From: 2003-08-25Exp: 2013-08-25→ Common Stock (3,261 underlying)
Conversion
Warrants
2004-12-13−1,190→ 0 total(indirect: See footnote)
Exercise: $8.79From: 2003-08-25Exp: 2013-08-25→ Common Stock (1,190 underlying)
Conversion
Common Stock
2004-12-13+3,261→ 3,261 total(indirect: See footnote)
Conversion
Warrants
2004-12-13−10,657→ 0 total(indirect: See footnote)
Exercise: $8.79From: 2003-08-25Exp: 2013-08-25→ Common Stock (10,657 underlying)
Conversion
Common Stock
2004-12-13+120,696→ 1,353,889 total(indirect: See footnote)
Conversion
Common Stock
2004-12-13+21,227→ 21,227 total(indirect: See footnote)
Conversion
Common Stock
2004-12-13+10,657→ 10,657 total(indirect: See footnote)
Conversion
Warrants
2004-12-13−240,830→ 0 total(indirect: See footnote)
Exercise: $6.65Exp: 2009-02-27→ Common Stock (240,830 underlying)
Conversion
Warrants
2004-12-13−120,696→ 0 total(indirect: See footnote)
Exercise: $8.79From: 2003-08-25Exp: 2013-08-25→ Common Stock (120,696 underlying)
Conversion
Warrants
2004-12-13−237,381→ 0 total(indirect: See footnote)
Exercise: $6.65Exp: 2009-02-27→ Common Stock (237,381 underlying)
Conversion
Warrants
2004-12-13−21,227→ 0 total(indirect: See footnote)
Exercise: $8.79From: 2003-08-25Exp: 2013-08-25→ Common Stock (21,227 underlying)

Holdings

Options (right to purchase)
Exercise: $7.82Exp: 2011-01-01→ Common Stock (10,000 underlying)
10,000
Options (right to purchase)
Exercise: $7.25Exp: 2009-10-02→ Common Stock (6,000 underlying)
6,000

Footnotes (11)

[F1]The amounts shown represent the beneficial ownership of the Issuer's equity securities by JPM BHCA. A portion of these securities may be deemed attributable to the reporting person because he is a Managing Director of the general partner of MF Manager and a limited partner of MF Manager. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the reporting person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting of interests within JPM BHCA and MF Manager. The reporting person disclaims beneficial ownership to the extent it exceeds his pecuniary interest in MF Manager. The reporting person ceased to be a Director of the Issuer on December 10, 2004.
[F10]One-third of the number of shares subject to the option were exercisable commencing on October 21, 2003, one-third of the number of shares subject to the option are exercisable commencing on October 21, 2004 and the final one-third of the number of shares subject to the option are exercisable commencing on October 21, 2005.
[F11]One-third of the number of shares subject to the option were exercisable on March 12, 2003; one-third of the number of shares subject to the option were exercisable commencing March 12, 2004; and the final one-third of the number of shares subject to the option are exercisable commencing March 12, 2005.
[F2]The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors, L.P., a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a Managing Director of JPMP Capital Corp., the general partner of J.P. Morgan Partners Global Investors, L.P., which is the general partner of JPMP Global Investors, L.P. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within BHCA and within its general partner. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein.
[F3]The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors (Cayman), L.P. ("Cayman"), a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a Managing Director of JPMP Capital Corp., the general partner of one of the general partners of Cayman. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within BHCA and within its general partner. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein.
[F4]The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors A, L.P., a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a Managing Director of JPMP Capital Corp., the general partner of JPMP Global Investors, L.P., which is the general partner of J.P. Morgan Partners Global Investors A, L.P. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within BHCA and within its general partner. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein.
[F5]The amount shown represents the beneficial ownership of the Issuer's equity securities by J.P. Morgan Partners Global Investors (Cayman) II, L.P. ("Cayman II"), a portion of which may be deemed attributable to the Reporting Person because the Reporting Person is a Managing Director of JPMP Capital Corp., the general partner of the general partner of Cayman II. The actual pro rata portion of such beneficial ownership that may be deemed attributable to the Reporting Person is not readily determinable because it is subject to several variables, including the internal rate of return and vesting within BHCA and within its general partner. The Reporting Person disclaims beneficial ownership in the securities to the extent it exceeds his pecuniary interest therein.
[F6]One-third of the number of shares subject to the option were exercisable commencing on October 20, 2000, one-third of the number of shares subject to the option were exercisable commencing on October 20, 2001 and the final one-third of the number of shares subject to the option were exercisable commencing on October 20, 2002.
[F7]The option was granted to the reporting person, but as a Managing Director of the general partner of JPMP Master Fund Manager L.P. ("MF Manager"), which is the general partner of J.P. Morgan Partners (BHCA), L.P. ("JPM BHCA"), the owner of the securities, the reporting person is contractually obligated to exercise the option at the request of, and to transfer any shares issued under the stock option to, JPM BHCA.
[F8]One-fifth of the number of shares subject to the option were exercisable commencing January 2, 2001, one-fifth of the number of shares subject to the option were exercisable commencing January 2, 2002, one-fifth of the number of shares subject to the option were exercisable commencing January 2, 2003, one-fifth of the number of shares subject to the option were exercisable commencing January 2, 2004 and the final one-fifth of the number of shares subject to the option are exercisable commencing January 2, 2005.
[F9]The Warrants are immediately exercisable.

Documents

1 file

4
v09938_ex.xml

Issuer

NUCO2 INC /FL

CIK 0000947577

→

Entity typeother

Related Parties

filerCIK 0001108221

Filing Metadata

Form type: 4/A
Filed: Dec 14, 7:00 PM ET
Accepted: Dec 15, 6:47 PM ET
Size: 39.2 KB

View on SEC.gov