-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GTx+X0rHPGcuI/2787oy/scIZKqBAmh6t4qPByLiwpDC1E2t9bDSkzkHAAmFwm8m b6T47fM748W36fzqJOWyoQ== 0000898822-07-001319.txt : 20071030 0000898822-07-001319.hdr.sgml : 20071030 20071030215450 ACCESSION NUMBER: 0000898822-07-001319 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071026 FILED AS OF DATE: 20071030 DATE AS OF CHANGE: 20071030 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRIEDMAN PAUL A CENTRAL INDEX KEY: 0001236927 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-04105 FILM NUMBER: 071201026 MAIL ADDRESS: STREET 1: C/O INCYTE CORPORATION STREET 2: 3160 PORTER DRIVE CITY: PALO LATO STATE: CA ZIP: 94304 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BAUSCH & LOMB INC CENTRAL INDEX KEY: 0000010427 STANDARD INDUSTRIAL CLASSIFICATION: OPHTHALMIC GOODS [3851] IRS NUMBER: 160345235 STATE OF INCORPORATION: NY FISCAL YEAR END: 1226 BUSINESS ADDRESS: STREET 1: BAUSCH & LOMB INCORPORATED STREET 2: ONE BAUSCH & LOMB PLACE CITY: ROCHESTER STATE: NY ZIP: 14604-2701 BUSINESS PHONE: 5853386000 MAIL ADDRESS: STREET 1: ONE BAUSCH & LOMB PLACE STREET 2: P O BOX 54 CITY: ROCHESTER STATE: NY ZIP: 14604-2701 4 1 friedman_ex.xml X0202 4 2007-10-26 1 0000010427 BAUSCH & LOMB INC BOL 0001236927 FRIEDMAN PAUL A C/O INCYTE CORPORATION 3160 PORTER DRIVE PALO LATO CA 94304 1 0 0 0 Common Stock 2007-10-26 4 D 0 2763 D 0 D Common Stock 2007-10-26 4 M 0 865 A 0 D Phantom Stock 2007-10-26 4 M 0 865 0 D 2015-07-26 Common Stock 865 0 I Deferred Compensation Plan See Footnote 3 2006-10-27 4 J 0 0 A n/a 0 I See Footnote 3 Disposed of pursuant to agreement and plan of merger by and among issuer, WP Prism Inc. (f/k/a WP Prism LLC) and WP Prism Merger Sub Inc. (the "Merger Agreement") in exchange for $65.00 per share, without interest, less any applicable withholding tax, on the effective date of the merger. The reported shares of phantom stock were cancelled in the merger pursuant to the Merger Agreement in exchange for a right to receive an amount in cash equal to the product of the number of issuer shares previously subject to such shares of phantom stock and the merger consideration ($65.00 per share), less any applicable withholding taxes. Each share of phantom stock was the economic equivalent of a share of issuer common stock. During the 2006-2007 time period, the issuer did not have a current prospectus under its registration statement on Form S-8 covering the issuance of stock to directors. As a result, director fees that were payable in stock and formula-based stock options were not awarded to directors, including the reporting peron, during that period. The reporting person will receive cash compensation based on the $65 per share merger consideration in lieu of stock-denominated fees and formula-based stock option grants which would have been awarded to directors in the ordinary course of business during the 2006-2007 time period under the issuers compensation plans. /s/ Robert D. Bailey, attorney-in-fact 2007-10-30 -----END PRIVACY-ENHANCED MESSAGE-----