VIASYS HEALTHCARE INC 4

Accession 0001209191-07-041370

CIK 0001123361operating

Filed

Jul 4, 8:00 PM ET

Accepted

Jul 5, 7:30 PM ET

Size

29.6 KB

Accession

0001209191-07-041370

Form 4

Period: 2007-06-28

Group President, Respiratory

Transactions

Exercise/Conversion
Common Stock
2007-06-28$19.54/sh+45,000$879,300→ 110,654 total
Exercise/Conversion
Stock Option(Right to Buy)
2007-06-28−16,670→ 0 total
Exercise: $16.35Exp: 2014-09-22→ Common (16,670 underlying)
Disposition to Issuer
Common Stock
2007-06-28$42.75/sh−8,004$342,171→ 0 total
Exercise/Conversion
Stock Option(Right to Buy)
2007-06-28−45,000→ 0 total
Exercise: $19.54Exp: 2013-11-13→ Common (45,000 underlying)
Exercise/Conversion
Stock Option(Right to Buy)
2007-06-28−33,335→ 0 total
Exercise: $23.07Exp: 2015-10-20→ Common (33,335 underlying)
Disposition to Issuer
Common Stock
2007-06-28$42.75/sh−80,830$3,455,483→ 8,004 total
Exercise/Conversion
Common Stock
2007-06-28$23.07/sh+50,000$1,153,500→ 58,004 total
Tax Payment
Common Stock
2007-06-28$42.75/sh−71,820$3,070,305→ 88,834 total
Exercise/Conversion
Common Stock
2007-06-28$28.77/sh+7,650$220,091→ 65,654 total
Exercise/Conversion
Stock Option(Right to Buy)
2007-06-28−33,330→ 0 total
Exercise: $16.35Exp: 2014-09-22→ Common (33,330 underlying)
Exercise/Conversion
Stock Option(Right to Buy)
2007-06-28−16,665→ 0 total
Exercise: $23.07Exp: 2015-10-20→ Common (16,665 underlying)
Exercise/Conversion
Stock Option(Right to Buy)
2007-06-28−7,650→ 0 total
Exercise: $28.77Exp: 2017-02-13→ Common (7,650 underlying)

Holdings

Footnotes (5)

[F1]Disposed of pursuant to the Merger (as defined in note 2 below) in exchange for $42.75 per share.
[F2]Under the terms of an Agreement and Plan of Merger, dated as of May 11, 2007, (the "Merger Agreement") among Cardinal Health Inc. ("Cardinal Health"), an Ohio corporation, Eagle Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Cardinal Health (the "Offeror") and the Issuer, all restricted stock units held by the reporting person have been cancelled by the Issuer, and the reporting person is receiving, in lieu thereof, an amount equal to $42.75 (equivalent to the amount per share to be received by Company shareholders upon the merger (the "Merger") of the Offeror into the Company pursuant to the terms of the Merger Agreement) times the number of restricted stock units held by the reporting person. Following the Merger, the Issuer became a wholly-owned subsidiary of Cardinal Health.
[F3]These options are immediately exercisable.
[F4]The exercise price of the option is disclosed in Table II Column 2.
[F5]Under the terms of the Merger Agreement, all outstanding unvested options to purchase Issuer common stock vested immediately prior to the Offeror's initial acceptance for payment of shares of Issuer common stock pursuant to a tender offer by the Offeror for all outstanding shares of Issuer Common Stock. Such acceptance occurred on June 21, 2007.

Documents

1 file

VIASYS HEALTHCARE INC

CIK 0001123361

Entity typeoperating

IncorporatedDE