4//SEC Filing
SHACKNAI JONAH 4
Accession 0001246360-12-004845
CIK 0000859368other
Filed
Dec 12, 7:00 PM ET
Accepted
Dec 13, 4:40 PM ET
Size
14.5 KB
Accession
0001246360-12-004845
Insider Transaction Report
Form 4
SHACKNAI JONAH
DirectorCEO
Transactions
- Disposition to Issuer
Employee Stock Option
2012-12-11$14.80/sh−280,000$4,144,000→ 0 totalExercise: $29.20Exp: 2013-07-31→ Common Stock (280,000 underlying) - Disposition to Issuer
Employee Stock Option
2012-12-11$5.55/sh−280,000$1,554,000→ 0 totalExercise: $38.45Exp: 2014-07-16→ Common Stock (280,000 underlying) - Disposition to Issuer
Employee Stock Option
2012-12-11$11.59/sh−126,000$1,460,340→ 0 totalExercise: $32.41Exp: 2015-07-21→ Common Stock (126,000 underlying) - Disposition to Issuer
Common Stock
2012-12-11$44.00/sh−928,825$40,868,300→ 0 total - Disposition to Issuer
Employee Stock Option
2012-12-11$13.95/sh−30,625$427,219→ 0 totalExercise: $30.05Exp: 2013-02-07→ Common Stock (30,625 underlying)
Footnotes (3)
- [F1]Amount of Securities Beneficially Owned in Column 5 reflects a transfer to the reporting officer's former spouse of 12,500 shares on April 12, 2012, pursuant to a divorce settlement decree.
- [F2]On December 11, 2012, the Issuer completed its merger (the "Merger") with Valeant Pharmaceuticals International ("Valeant"), whereby the Issuer became a wholly owned subsidiary of Valeant, pursuant to an Agreement and Plan of Merger that was entered into on September 2, 2012 (the "Merger Agreement"). In accordance with the Merger Agreement, each share of common stock of the Issuer issued and outstanding immediately prior to the consummation of the Merger converted into a right to receive an amount in cash equal to $44.00 per share (the "Per Share Merger Consideration"), without interest. The amount of shares in Column 4 includes 258,360 restricted shares of common stock that also converted into a right to receive the Per Share Merger Consideration.
- [F3]In accordance with the terms of the Merger Agreement, each option to acquire shares of the Issuer (whether vested or unvested) that was outstanding immediately prior to the consummation of the Merger was cancelled in exchange for the right to receive an amount in cash equal to the product of the number of shares of Issuer common stock subject to the option and the excess, if any, of the Per Share Merger Consideration over the exercise price per share of each respective award, less any required withholding taxes. This award had fully vested prior to the consummation of the Merger.
Documents
Issuer
MEDICIS PHARMACEUTICAL CORP
CIK 0000859368
Entity typeother
Related Parties
1- filerCIK 0001257575
Filing Metadata
- Form type
- 4
- Filed
- Dec 12, 7:00 PM ET
- Accepted
- Dec 13, 4:40 PM ET
- Size
- 14.5 KB