IGEN INTERNATIONAL INC /DE 4
4 · IGEN INTERNATIONAL INC /DE · Filed Feb 18, 2004
Insider Transaction Report
Form 4
WOHLSTADTER SAMUEL J
DirectorChief Executive Officer10% Owner
Transactions
- Disposition to Issuer
Common Stock
2004-02-13−1,050,000→ 0 total - Disposition to Issuer
Common Stock
2004-02-13−3,365,437→ 0 total(indirect: By Trust) - Sale
Common Stock
2004-02-09−3,365,437→ 0 total - Disposition to Issuer
Option to Buy
2004-02-13−181,040→ 0 totalExercise: $18.75From: 2000-08-01Exp: 2010-08-01→ Common Stock (181,040 underlying) - Disposition to Issuer
Option to Buy
2004-02-13−18,960→ 0 totalExercise: $18.75From: 2000-08-01Exp: 2010-08-01→ Common Stock (18,960 underlying) - Purchase
Common Stock
2004-02-09+3,365,437→ 3,365,437 total(indirect: By Trust) - Disposition to Issuer
Option to Buy
2004-02-13−150,000→ 0 totalExercise: $37.91From: 2002-06-04Exp: 2012-06-04→ Common Stock (150,000 underlying)
Footnotes (5)
- [F1]The reported transaction involved the sale of the shares by the reporting person to the Samuel J. Wohlstadter, Trustee, and Nadine H. Wohlstadter, Trustee, Wohlstadter 2004 Irrevocable Family Trust in exchange for an annuity contract.
- [F2]The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- [F3]Pursuant to Agreement and Plan of Merger ("Agreement and Plan of Merger") dated July 24, 2003 among Roche Holding Ltd, 66 Acquisition Corporation II, IGEN International, Inc. and BioVeris Corporation (formerly known as IGEN Integrated Healthcare, LLC), each share of Common Stock of IGEN International, Inc. has been converted into the right to receive cash in an amount of $47.25, without interest, plus one share of common stock of BioVeris Corporation. The Agreement and Plan of Merger is more fu lly described in the Registration Statement on Form S-4 (333-109196) as filed with the Securities and Exchange Commission on January 13, 2004.
- [F4]This option, which provided for vesting in installments, was cancelled in the Agreement and Plan of Merger, and in accordance therewith, each share under option was exchanged for a cash payment of $9.34 (representing the difference between the exercise price of the option and $47.25 per share) plus one (1) share of common stock of BioVeris Corporation.
- [F5]This option, which provided for vesting in installments, was cancelled in the Agreement and Plan of Merger, and in accordance therewith, each share under option was exchanged for a cash payment of $28.50 (representing the difference between the exercise price of the option and $47.25 per share) plus one (1) share of common stock of BioVeris Corporation.