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4//SEC Filing

MCPHERRON MATTHEW V 4

Accession 0001181431-13-014374

CIK 0001401923other

Filed

Mar 4, 7:00 PM ET

Accepted

Mar 5, 2:01 PM ET

Size

18.1 KB

Accession

0001181431-13-014374

Insider Transaction Report

Form 4
Period: 2013-03-01
MCPHERRON MATTHEW V
Director10% Owner
Transactions
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2013-03-017,5000 total
    Exercise: $16.47Exp: 2021-05-18Common Stock (7,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2013-03-017,5000 total
    Exercise: $14.77Exp: 2020-05-19Common Stock (7,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2013-03-0110,0000 total
    Exercise: $11.69Exp: 2022-05-16Common Stock (10,000 underlying)
  • Disposition from Tender

    Common Stock

    2013-03-01$25.00/sh2,999,526$74,988,1500 total(indirect: See Foootnote 2.)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2013-03-017,5000 total
    Exercise: $12.19Exp: 2018-05-21Common Stock (7,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2013-03-017,5000 total
    Exercise: $3.18Exp: 2019-05-20Common Stock (7,500 underlying)
Footnotes (7)
  • [F1]These shares were tendered to Groundhog Acquisition, Inc. (the "Purchaser") pursuant to the Purchaser's offer to purchase all of the outstanding shares common stock (the "Common Stock") of MAP Pharmaceuticals, Inc. (the "Issuer") at a cash purchase price of $25.00 per share, without interest thereon, and less any applicable withholding taxes, subject to the terms described in the Offer to Purchase for Cash filed with the Securities and Exchange Commission on January 31, 2013 (the "Tender Offer") and the Agreement and Plan of Merger, dated as of January 22, 2013, by and among Allergan, Inc. ("Parent"), the Purchaser and the Issuer (the "Merger Agreement"). Such shares were purchased by the Purchaser pursuant to the Tender Offer on March 1, 2013, which is also the date of the closing of a merger by and among Parent, the Purchaser and the Issuer (the "Effective Time").
  • [F2]The shares are held by Brookside Capital Partners Fund, L.P. ("Brookside"). Mr. McPherron is a Managing Director of Brookside and, accordingly, may be deemed to beneficially own the securities held by Brookside. Mr. McPherron disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
  • [F3]These options to purchase shares of the Common Stock, which became fully vested at the Effective Time, were canceled at the Effective Time in exchange for a cash payment of $96,075.00, representing the number of shares of the Common Stock underlying such options multiplied by $25.00, less the aggregate price of the options as exercised.
  • [F4]These options to purchase shares of the Common Stock, which became fully vested at the Effective Time, were canceled at the Effective Time in exchange for a cash payment of $163,650.00, representing the number of shares of the Common Stock underlying such options multiplied by $25.00, less the aggregate price of the options as exercised.
  • [F5]These options to purchase shares of the Common Stock, which became fully vested at the Effective Time, were canceled at the Effective Time in exchange for a cash payment of $76,725.00, representing the number of shares of the Common Stock underlying such options multiplied by $25.00, less the aggregate price of the options as exercised.
  • [F6]These options to purchase shares of the Common Stock, which became fully vested at the Effective Time, were canceled at the Effective Time in exchange for a cash payment of $63,975.00, representing the number of shares of the Common Stock underlying such options multiplied by $25.00, less the aggregate price of the options as exercised.
  • [F7]These options to purchase shares of the Common Stock, which became fully vested at the Effective Time, were canceled at the Effective Time in exchange for a cash payment of $133,100.00, representing the number of shares of the Common Stock underlying such options multiplied by $25.00, less the aggregate price of the options as exercised.

Issuer

MAP Pharmaceuticals, Inc.

CIK 0001401923

Entity typeother

Related Parties

1
  • filerCIK 0001213406

Filing Metadata

Form type
4
Filed
Mar 4, 7:00 PM ET
Accepted
Mar 5, 2:01 PM ET
Size
18.1 KB