0001209191-16-143375.txt : 20160930
0001209191-16-143375.hdr.sgml : 20160930
20160930174206
ACCESSION NUMBER: 0001209191-16-143375
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160928
FILED AS OF DATE: 20160930
DATE AS OF CHANGE: 20160930
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MEDIVATION, INC.
CENTRAL INDEX KEY: 0001011835
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 133863260
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 525 MARKET STREET
STREET 2: 36TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: 415-543-3470
MAIL ADDRESS:
STREET 1: 525 MARKET STREET
STREET 2: 36TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
FORMER COMPANY:
FORMER CONFORMED NAME: ORION ACQUISITION CORP II
DATE OF NAME CHANGE: 19960408
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLICKENSTAFF KIM D
CENTRAL INDEX KEY: 0001238913
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32836
FILM NUMBER: 161913855
MAIL ADDRESS:
STREET 1: C/O MEDIVATION, INC.
STREET 2: 201 SPEAR STREET, 3RD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-09-28
1
0001011835
MEDIVATION, INC.
MDVN
0001238913
BLICKENSTAFF KIM D
C/O MEDIVATION, INC.
525 MARKET ST., 36TH FLOOR
SAN FRANCISCO
CA
94105
1
0
0
0
Common Stock
2016-09-28
4
U
0
43242
D
0
D
Non-Qualified Stock Option (right to buy)
2.21
2016-09-28
4
D
0
34500
D
2020-06-30
Common Stock
34500
0
D
Non-Qualified Stock Option (right to buy)
5.50
2016-09-28
4
D
0
60000
D
2021-07-15
Common Stock
60000
0
D
Non-Qualified Stock Option (right to buy)
23.74
2016-09-28
4
D
0
30000
D
2022-07-16
Common Stock
30000
0
D
Non-Qualified Stock Option (right to buy)
24.60
2016-09-28
4
D
0
12232
D
2023-06-28
Common Stock
12232
0
D
Non-Qualified Stock Option (right to buy)
38.8863
2016-09-28
4
D
0
9584
D
2024-06-27
Common Stock
9584
0
D
Non-Qualified Stock Option (right to buy)
55.45
2016-09-28
4
D
0
6284
D
2025-06-16
Common Stock
6284
0
D
Non-Qualified Stock Option (right to buy)
58.89
2016-09-28
4
D
0
6228
D
2026-06-22
Common Stock
6228
0
D
Disposed of pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated August 20, 2016, among the Issuer, Pfizer Inc., a Delaware corporation ("Parent"), and Montreal, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Purchaser"), in exchange for a cash consideration of $81.50 per share (without interest) subject to any required withholding of taxes. Pursuant to the Merger Agreement, the Purchaser merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Parent (the "Merger"). In connection with the Merger, Purchaser offered to purchase all of the outstanding shares of common stock, par value $0.01 per share of the Issuer, at a price of $81.50 per share, net to the seller in cash (without interest) but subject to any required withholding of taxes, upon the terms and conditions set forth in the offer to purchase dated August 30, 2016, and in the related letter of transmittal.
Includes 2,972 unvested shares subject to a restricted stock award.
This option was cancelled in the Merger in exchange for a cash payment equal to $81.50 per share (without interest) subject to any required withholding of taxes minus the per share exercise price of the option. In connection with the Merger, vesting of the option was accelerated and the option became fully vested and exercisable effective immediately prior to the effective time of the Merger.
/s/ Carolyn Tang, Attorney-in-fact
2016-09-30