4//SEC Filing
CONCEPTUS INC 4
Accession 0001179110-13-009994
CIK 0000896778operating
Filed
Jun 6, 8:00 PM ET
Accepted
Jun 7, 6:28 PM ET
Size
16.5 KB
Accession
0001179110-13-009994
Insider Transaction Report
Form 4
CONCEPTUS INCCPTS
BONADIO TOM
Director
Transactions
- Disposition from Tender
Common Stock
2013-06-05$31.00/sh−21,895$678,745→ 0 total - Disposition to Issuer
Stock Appreciation Rights
2013-06-15−18,139→ 0 totalExercise: $16.20→ Common Stock (18,139 underlying) - Disposition to Issuer
Stock Appreciation Rights
2013-06-05−12,500→ 0 totalExercise: $18.99→ Common Stock (12,500 underlying) - Disposition to Issuer
Stock Appreciation Rights
2013-06-05−15,897→ 0 totalExercise: $17.97→ Common Stock (15,897 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-06-05−12,500→ 0 totalExercise: $13.29→ Common Stock (12,500 underlying) - Disposition from Tender
Common Stock
2013-06-05$31.00/sh−20,070$622,170→ 0 total
Footnotes (4)
- [F1]In connection with that certain Agreement and Plan of Merger by and among the Issuer, Bayer Healthcare LLC and Evelyn Acquisition Company dated April 28, 2013 (the "Merger Agreement"), each share ("Share") of common stock, par value $0.003 per share, of the Issuer that had not been tendered into the tender offer was as of the Effective Time (as defined in the Merger Agreement) and by virtue of the Merger ( as defined in the Merger Agreement) converted into the right to receive a cash payment equal to the Merger Consideration of $31.00 per Share (without interest and less any applicable withholding tax).
- [F2]In connection with that certain Agreement and Plan of Merger by and among the Issuer, Bayer Healthcare LLC and Evelyn Acquisition Company dated April 28, 2013 (the "Merger Agreement"), each restricted stock unit with respect to shares ("Shares") of common stock, par value $0.003 per share, of the Issuer (whether or not then exercisable or vested) as of the Effective Time (as defined in the Merger Agreement) was cancelled in the Merger (as defined in the Merger Agreement) and converted into the right to receive a cash payment equal to the Merger Consideration (as defined in the Merger Agreement) of $31.00 per Share (without interest and less any applicable withholding tax).
- [F3]In connection with the Merger Agreement, each stock appreciation right with respect to shares ("Shares") of common stock, par value $0.003 per Share, of the Issuer that had not been exercised and tendered into the tender offer (whether vested or unvested) as of the Effective Time was cancelled in the Merger and converted into the right to receive a cash payment equal to the excess of $31.00 over the exercise price per Share previously subject to such stock appreciation right multiplied by the number of Shares previously subject to such stock appreciation right (without interest and less any applicable withholding tax).
- [F4]In connection with the Merger Agreement, each option to purchase Shares that had not been exercised and tendered into the tender offer (whether vested or unvested) as of the Effective Time was cancelled in the Merger and converted into the right to receive a cash payment equal to the excess of $31.00 over the exercise price per Share previously subject to such option multiplied by the number of Shares previously subject to such option (without interest and less any applicable withholding tax).
Documents
Issuer
CONCEPTUS INC
CIK 0000896778
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000896778
Filing Metadata
- Form type
- 4
- Filed
- Jun 6, 8:00 PM ET
- Accepted
- Jun 7, 6:28 PM ET
- Size
- 16.5 KB