ODYSSEY HEALTHCARE INC 4
4 · ODYSSEY HEALTHCARE INC · Filed Aug 18, 2010
Insider Transaction Report
Form 4
ORTENZIO ROBERT A
Director
Transactions
- Disposition to Issuer
Common Stock, par value $0.001 per share
2010-08-17−15,100→ 0 total - Disposition to Issuer
Employee Stock Option (Right to buy)
2010-08-17$9.65/sh−20,000$193,000→ 0 totalExercise: $17.35Exp: 2016-07-27→ Common Stock (20,000 underlying)
Footnotes (2)
- [F1]Disposed of in connection with the merger of a subsidiary of the Issuer with Gentiva Health Services, Inc., effective August 17, 2010 (the "Merger"), pursuant to the Agreement and Plan of Merger, dated May 23, 2010 (the "Merger Agreement"), among the Issuer, Gentiva Health Services, Inc., and GTO Acquisition Corp., pursuant to which each issued and outstanding share of the Issuer's common stock owned immediately prior to the effective time of the Merger was exchanged for the right to receive $27.00 per share in cash, without interest and subject to any required withholding of taxes, less, in the case of stock options, the per share exercise price of the option. If the per share exercise price for an option is equal to or greater than $27.00, then the option was cancelled for no consideration.
- [F2]Pursuant to the Merger Agreement, the option was cancelled in connection with the Merger in exchange for a cash payment of $193,000.00, which represents the amount equal to the number of shares of the Issuer's common stock underlying the option multiplied by the difference between the per share exercise price and the per share merger consideration of $27.00, without interest and subject to any required withholding of taxes.