4//SEC Filing
BIOCLINICA INC 4
Accession 0001437749-13-002894
CIK 0000822418operating
Filed
Mar 13, 8:00 PM ET
Accepted
Mar 14, 5:35 PM ET
Size
18.0 KB
Accession
0001437749-13-002894
Insider Transaction Report
Form 4
BIOCLINICA INCBIOC
JOHNSON GARRY D
EVP and CTO
Transactions
- Disposition to Issuer
Employee Stock Option (Right to Buy)
2013-03-13$2.57/sh−10,000$25,700→ 0 totalExercise: $4.68Exp: 2018-02-18→ Common Stock (10,000 underlying) - Disposition from Tender
Common Stock
2013-03-12$7.25/sh−114,972$833,547→ 0 total - Disposition to Issuer
Employee Stock Option (Right to Buy)
2013-03-13$3.81/sh−20,000$76,200→ 0 totalExercise: $3.44Exp: 2020-09-10→ Common Stock (20,000 underlying)
Footnotes (3)
- [F1]Of such amount, 105,000 shares automatically vested and were paid for in connection with the change in control that occurred upon the acceptance of shares pursuant to the tender offer (the "Offer") which was launched in connection with the Agreement and Plan of Merger dated January 29, 2013 by and among BioCore Holdings, Inc. BC Acquisition Corp. ("Purchaser") and BioClinica, Inc. On March 12, 2013, all shares which were tendered by the filing person in connection with the Offer were accepted by the Purchaser.
- [F2]This option, which provided for vesting in equal annual increments over 4 years beginning on September 10, 2011, was cancelled in connection with the merger transaction effected pursuant to the Agreement and Plan of Merger dated January 29, 2013 by and among BioCore Holdings, Inc. BC Acquisition Corp. and BioClinica, Inc. (the "Merger"), in exchange for a cash payment of $76,200, representing the difference between the exercise price of the option and the market value of the underlying BIOC common stock on the effective date of the Merger ($7.25).
- [F3]This option, which provided for vesting in equal monthly increments over 4 years beginning on February 18, 2012, was cancelled in connection with the Merger, in exchange for a cash payment of $25,700, representing the difference between the exercise price of the option and the market value of the underlying BIOC common stock on the effective date of the Merger ($7.25).
Documents
Issuer
BIOCLINICA INC
CIK 0000822418
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000822418
Filing Metadata
- Form type
- 4
- Filed
- Mar 13, 8:00 PM ET
- Accepted
- Mar 14, 5:35 PM ET
- Size
- 18.0 KB