VIASYS HEALTHCARE INC 4

Accession 0001209191-07-041381

CIK 0001123361operating

View on SEC.gov Company Profile

Filed

Jul 4, 8:00 PM ET

Accepted

Jul 5, 7:45 PM ET

Size

36.6 KB

Accession

0001209191-07-041381

Insider Transaction Report

Form 4

Period: 2007-06-28

VIASYS HEALTHCARE INCVAS

THURMAN RANDY H

DirectorChairman, President & CEO

Transactions

Exercise/Conversion
Common Stock
2007-06-28$28.77/sh+71,430$2,055,041→ 188,662 total
Exercise/Conversion
Common Stock
2007-06-28$14.23/sh+430,000$6,118,900→ 618,662 total
Disposition to Issuer
Common Stock
2007-06-28$42.75/sh−51,334$2,194,529→ 0 total
Other
Common Stock
2007-06-28$23.65/sh+898$21,238→ 52,232 total
Exercise/Conversion
Stock Option (Right to Buy)
2007-06-28−34,674→ 0 total
Exercise: $17.52Exp: 2014-11-10→ Common Stock (34,674 underlying)
Exercise/Conversion
Common Stock
2007-06-28$27.65/sh+65,000$1,797,250→ 117,232 total
Disposition to Issuer
Common Stock
2007-06-28$42.75/sh−633,746$27,092,642→ 51,334 total
Exercise/Conversion
Stock Option (Right to Buy)
2007-06-28−71,430→ 0 total
Exercise: $28.77Exp: 2017-02-13→ Common Stock (71,430 underlying)
Exercise/Conversion
Common Stock
2007-06-28$17.52/sh+104,000$1,822,080→ 1,102,662 total
Tax Payment
Common Stock
2007-06-28$42.75/sh−417,582$17,851,631→ 685,080 total
Exercise/Conversion
Stock Option (Right to Buy)
2007-06-28−69,326→ 0 total
Exercise: $17.52Exp: 2014-11-10→ Common Stock (69,326 underlying)
Exercise/Conversion
Common Stock
2007-06-28$13.99/sh+250,000$3,497,500→ 998,662 total
Exercise/Conversion
Stock Option (Right to Buy)
2007-06-28−130,000→ 0 total
Exercise: $19.70Exp: 2012-05-09→ Common Stock (130,000 underlying)
Exercise/Conversion
Stock Option (Right to Buy)
2007-06-28−65,000→ 0 total
Exercise: $27.65Exp: 2016-01-25→ Common Stock (65,000 underlying)
Exercise/Conversion
Common Stock
2007-06-28$19.70/sh+130,000$2,561,000→ 748,662 total
Exercise/Conversion
Stock Option (Right to Buy)
2007-06-28−430,000→ 0 total
Exercise: $14.23Exp: 2011-05-15→ Common Stock (430,000 underlying)
Exercise/Conversion
Stock Option (Right to Buy)
2007-06-28−250,000→ 0 total
Exercise: $13.99Exp: 2013-02-13→ Common Stock (250,000 underlying)

Holdings

Common Stock
51,334

Footnotes (6)

[F1]Constitutes shares acquired under the issuers Employee Stock Purchase Plan on June 27, 2007. This acquisition was made pursuant to Rule 16b-3(c).
[F2]Disposed of pursuant to the Merger (as defined in note 3 below) in exchange for $42.75 per share.
[F3]Under the terms of an Agreement and Plan of Merger, dated as of May 11, 2007, (the "Merger Agreement") among Cardinal Health Inc. ("Cardinal Health"), an Ohio corporation, Eagle Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Cardinal Health (the "Offeror") and the Issuer, all restricted stock units held by the reporting person have been cancelled by the Issuer, and the reporting person is receiving, in lieu thereof, an amount equal to $42.75 (equivalent to the amount per share to be received by Company shareholders upon the merger (the "Merger") of the Offeror into the Company pursuant to the terms of the Merger Agreement) times the number of restricted stock units held by the reporting person. Following the Merger, the Issuer became a wholly-owned subsidiary of Cardinal Health.
[F4]These options are immediately exercisable.
[F5]The exercise price of the option is disclosed in Table II Column 2.
[F6]Under the terms of the Merger Agreement, all outstanding unvested options to purchase Issuer common stock vested immediately prior to the Offeror's initial acceptance for payment of shares of Issuer common stock pursuant to a tender offer by the Offeror for all outstanding shares of Issuer Common Stock. Such acceptance occurred on June 21, 2007.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

VIASYS HEALTHCARE INC

CIK 0001123361

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001123361

Filing Metadata

Form type: 4
Filed: Jul 4, 8:00 PM ET
Accepted: Jul 5, 7:45 PM ET
Size: 36.6 KB

View on SEC.gov