FERNANDEZ MIGUEL 4

Accession 0001209191-08-043630

CIK 0000821616other

View on SEC.gov Company Profile

Filed

Jul 23, 8:00 PM ET

Accepted

Jul 24, 5:12 PM ET

Size

66.1 KB

Accession

0001209191-08-043630

Insider Transaction Report

Form 4

Period: 2008-07-22

BENTLEY PHARMACEUTICALS INCBNT

FERNANDEZ MIGUEL

Director

Transactions

Disposition to Issuer
Restricted Stock Units
2008-07-22−2,000→ 0 total
From: 2006-07-31→ Common Stock, $0.02 par value (2,000 underlying)
Disposition to Issuer
Option (Right to Buy)
2008-07-22−27,900→ 0 total
Exercise: $5.51From: 2002-05-09Exp: 2011-05-09→ Common Stock, $0.02 par value (27,900 underlying)
Disposition to Issuer
Common Stock, $0.02 par value
2008-07-22$14.82/sh−12,968$192,140→ 0 total
Disposition to Issuer
Option (Right to Buy)
2008-07-22−27,300→ 0 total
Exercise: $6.66From: 2001-06-09Exp: 2010-06-09→ Common Stock, $0.02 par value (27,300 underlying)
Disposition to Issuer
Option (Right to Buy)
2008-07-22−15,000→ 0 total
Exercise: $10.76From: 2003-05-22Exp: 2012-05-22→ Common Stock, $0.02 par value (15,000 underlying)
Disposition to Issuer
Option (Right to Buy)
2008-07-22−5,000→ 0 total
Exercise: $9.22From: 2003-07-31Exp: 2013-05-21→ Common Stock, $0.02 par value (5,000 underlying)
Disposition to Issuer
Option (Right to Buy)
2008-07-22−16,900→ 0 total
Exercise: $2.75From: 2000-06-30Exp: 2009-06-30→ Common Stock, $0.02 par value (16,900 underlying)

Footnotes (19)

[F1]Disposed of in connection with the merger of Beryllium Merger Corporation ("Acquisition Sub") with and into Bentley Pharmaceuticals, Inc. ("Bentley"), effective July 22, 2008 (the "Effective Time"), (the "Merger"), pursuant to the Agreement and Plan of Merger, dated as of March 31, 2008, by and among Bentley, Teva Pharmaceutical Industries, Ltd. and Acquisition Sub (the "Merger Agreement"). In connection with the Merger, each share of Common Stock listed in Table I was exchanged for the right to receive $14.8165, per share in cash.
[F10]This option was cancelled in the Merger in exchange for a cash payment of $27,985.50, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F11]This option was cancelled in the Merger in exchange for a cash payment of $16,691.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F12]This option was cancelled in the Merger in exchange for a cash payment of $16,691.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F13]This option was cancelled in the Merger in exchange for a cash payment of $16,691.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F14]This option was cancelled in the Merger in exchange for a cash payment of $16,691.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F15]This option was cancelled in the Merger in exchange for a cash payment of $24,565.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F16]This option was cancelled in the Merger in exchange for a cash payment of $24,565.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F17]This option was cancelled in the Merger in exchange for a cash payment of $24,565.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F18]This option was cancelled in the Merger in exchange for a cash payment of $24,565.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F19]Restricted Stock Units were granted under the terms of the Company's Amended and Restated 2005 Equity and Incentive Plan. In connection with the Merger, each Restricted Stock Unit was converted into the right to receive $14.8165 per share in cash.
[F2]This option was cancelled in the Merger in exchange for a cash payment of $203,842.73, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F3]This option was cancelled in the Merger in exchange for a cash payment of $222,743.43, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F4]This option was cancelled in the Merger in exchange for a cash payment of $259,662.51, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F5]This option was cancelled in the Merger in exchange for a cash payment of $60,885.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F6]This option was cancelled in the Merger in exchange for a cash payment of $60,885.00, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F7]This option was cancelled in the Merger in exchange for a cash payment of $27,985.50, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F8]This option was cancelled in the Merger in exchange for a cash payment of $27,985.50, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.
[F9]This option was cancelled in the Merger in exchange for a cash payment of $27,985.50, representing the difference between the exercise price of the option and the merger consideration per share ($14.8165) multiplied by the total number of shares of Common Stock underlying the option.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

BENTLEY PHARMACEUTICALS INC

CIK 0000821616

→

Entity typeother

Related Parties

filerCIK 0001247079

Filing Metadata

Form type: 4
Filed: Jul 23, 8:00 PM ET
Accepted: Jul 24, 5:12 PM ET
Size: 66.1 KB

View on SEC.gov