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4//SEC Filing

VIASYS HEALTHCARE INC 4

Accession 0001209191-07-041372

CIK 0001123361operating
View on SEC.govCompany Profile

Filed

Jul 4, 8:00 PM ET

Accepted

Jul 5, 7:32 PM ET

Size

46.1 KB

Accession

0001209191-07-041372

Insider Transaction Report

Form 4
Period: 2007-06-28
VIASYS HEALTHCARE INCVAS
IMPERATO JOHN F
SVP, Business Operations
Transactions
  • Exercise/Conversion

    Common Stock

    2007-06-28$27.65/sh+4,500$124,425→ 19,220 total
  • Disposition to Issuer

    Common Stock

    2007-06-28$42.75/sh−3,837$164,032→ 0 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−6,666→ 0 total
    Exercise: $17.52Exp: 2014-11-10→ Common Stock (6,666 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−4,500→ 0 total
    Exercise: $27.65Exp: 2016-01-25→ Common Stock (4,500 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−3,334→ 0 total
    Exercise: $17.52Exp: 2014-11-10→ Common Stock (3,334 underlying)
  • Other

    Common Stock

    2007-06-28$23.65/sh+883$20,883→ 4,720 total
  • Disposition to Issuer

    Common Stock

    2007-06-28$42.75/sh−49,716$2,125,359→ 3,837 total
  • Exercise/Conversion

    Common Stock

    2007-06-28$28.77/sh+5,310$152,769→ 24,530 total
  • Exercise/Conversion

    Common Stock

    2007-06-28$13.99/sh+20,000$279,800→ 76,780 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−20,000→ 0 total
    Exercise: $13.99Exp: 2013-02-13→ Common Stock (20,000 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−3,000→ 0 total
    Exercise: $15.64Exp: 2012-10-02→ Common Stock (3,000 underlying)
  • Exercise/Conversion

    Common Stock

    2007-06-28$28.14/sh+10,000$281,400→ 14,720 total
  • Exercise/Conversion

    Common Stock

    2007-06-28$15.26/sh+29,250$446,355→ 53,780 total
  • Exercise/Conversion

    Common Stock

    2007-06-28$15.64/sh+3,000$46,920→ 56,780 total
  • Tax Payment

    Common Stock

    2007-06-28$42.75/sh−36,227$1,548,704→ 53,553 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−29,250→ 0 total
    Exercise: $15.26Exp: 2011-11-12→ Common Stock (29,250 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−5,310→ 0 total
    Exercise: $28.77Exp: 2017-02-13→ Common Stock (5,310 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−3,333→ 0 total
    Exercise: $28.14Exp: 2015-12-07→ Common Stock (3,333 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2007-06-28−6,667→ 0 total
    Exercise: $28.14Exp: 2015-12-07→ Common Stock (6,667 underlying)
Holdings

  • Common Stock

    3,837
Footnotes (6)
  • [F1]Constitutes shares acquired under the issuers Employee Stock Purchase Plan on June 27, 2007. This acquisition was made pursuant to Rule 16b-3(c).
  • [F2]Disposed of pursuant to the Merger (as defined in note 3 below) in exchange for $42.75 per share.
  • [F3]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.
  • [F4]These options are immediately exercisable.
  • [F5]The exercise price of the option is disclosed in Table II Column 2.
  • [F6]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

Issuer

VIASYS HEALTHCARE INC

CIK 0001123361

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001123361

Filing Metadata

Form type
4
Filed
Jul 4, 8:00 PM ET
Accepted
Jul 5, 7:32 PM ET
Size
46.1 KB
View on SEC.gov