OPNET TECHNOLOGIES INC 4
4 · OPNET TECHNOLOGIES INC · Filed Dec 20, 2012
Insider Transaction Report
Form 4
COHEN ALAIN J
DirectorPresident & Chief Tech Officer10% Owner
Transactions
- Disposition from Tender
Common Stock
2012-12-18$41.78/sh−4,691,810$196,023,822→ 2,063 total - Disposition to Issuer
Common Stock
2012-12-18$41.78/sh−1,399$58,450→ 0 total - Tax Payment
Common Stock
2012-12-18$41.72/sh−664$27,702→ 1,399 total
Footnotes (3)
- [F1]These shares are being disposed of in connection with a Tender Offer Statement filed by Riverbed Technology, Inc. ("Riverbed") and Octagon Acquisition Corp. ("Octagon") relating to the offer by Octagon to purchase all of the issued and outstanding shares of common stock of the Issuer. The tender price of the shares of common stock is (i) $36.55 in cash; and (ii) 0.2774 of a share of common stock of Riverbed. The purchase price shown is based on the closing price of Riverbed common stock on December 17, 2012 of $18.85 per share.
- [F2]The shares reported as beneficially owned following this reported transaction takes into consideration the Remarks to the reporting person's Form 4 filed with the Securities & Exchange Commission on February 10, 2012 as beneficially owning 4,693,873 following the reported transaction in that Form 4.
- [F3]These shares were disposed of in connection with a merger by and between Riverbed and Octagon pursuant to which the issuer became a wholly-owned subsidiary of Riverbed. As a result of the merger, each outstanding share of common stock was automatically converted into the right to receive: (i) $36.55 in cash; and (ii) 0.2774 shares of Riverbed common stock, without interest thereon and subject to any tax withholding. The price is based on the closing price of Riverbed common stock on December 17, 2012 of $18.85 per share.