0001104659-12-062915.txt : 20120911
0001104659-12-062915.hdr.sgml : 20120911
20120911210858
ACCESSION NUMBER: 0001104659-12-062915
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120907
FILED AS OF DATE: 20120911
DATE AS OF CHANGE: 20120911
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SERRANO DAVID C
CENTRAL INDEX KEY: 0001491901
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32380
FILM NUMBER: 121086619
MAIL ADDRESS:
STREET 1: 801 WEST BAY STREET
CITY: JACKSONVILLE
STATE: FL
ZIP: 32204
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: INTERLINE BRANDS, INC./DE
CENTRAL INDEX KEY: 0001292900
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-HARDWARE & PLUMBING & HEATING EQUIPMENT & SUPPLIES [5070]
IRS NUMBER: 030542659
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 701 SAN MARCO BOULEVARD
CITY: JACKSONVILLE
STATE: FL
ZIP: 32207
BUSINESS PHONE: 904-421-1400
MAIL ADDRESS:
STREET 1: 701 SAN MARCO BOULEVARD
CITY: JACKSONVILLE
STATE: FL
ZIP: 32207
4
1
a4.xml
4
X0306
4
2012-09-07
1
0001292900
INTERLINE BRANDS, INC./DE
IBI
0001491901
SERRANO DAVID C
C/O INTERLINE BRANDS, INC.
701 SAN MARCO BOULEVARD
JACKSONVILLE
FL
32207
0
1
0
0
Chief Accounting Officer
Common Stock, par value $0.01 per share
2012-09-07
4
D
0
8045
25.50
D
0
D
Option (right) to buy Common Stock
23.32
2012-09-07
4
D
0
3762
2.18
D
2013-03-13
Common Stock
3762
0
D
Option (right) to buy Common Stock
20.79
2012-09-07
4
D
0
3444
4.71
D
2014-03-01
Common Stock
3444
0
D
Option (right) to buy Common Stock
19.63
2012-09-07
4
D
0
4138
5.87
D
2015-02-26
Common Stock
4138
0
D
Option (right) to buy Common Stock
7.89
2012-09-07
4
D
0
10222
17.61
D
2016-02-25
Common Stock
10222
0
D
Option (right) to buy Common Stock
7.89
2012-09-07
4
D
0
889
17.61
D
2016-02-25
Common Stock
889
0
D
Option (right) to buy Common Stock
17.92
2012-09-07
4
D
0
4930
7.58
D
2017-02-24
Common Stock
4930
0
D
Option (right) to buy Common Stock
21.58
2012-09-07
4
D
0
4187
3.92
D
2018-03-02
Common Stock
4187
0
D
Restricted Share Units
0.00
2012-09-07
4
D
0
11642
25.50
D
Common Stock
11642
0
D
Disposition pursuant to the merger agreement, dated May 29, 2012, by and among the issuer, Isabelle Holding Company, LLC, formerly Isabelle Holding Company Inc. prior to its conversion to a limited liability company ("Parent") and Isabelle Acquisition Sub Inc. ("Merger Sub") providing for the merger (the "Merger") of Merger Sub with and into the issuer effective as of September 7, 2012, pursuant to which all outstanding shares were cancelled in exchange for a cash payment equal to $25.50 per share.
All options, unless otherwise agreed upon between Parent and Mr. Serrano and as specified herein, were cancelled and converted into the right to receive an amount in cash equal to, without interest and less applicable withholding taxes, the product of (i) the excess, if any, of $25.50 (the per share merger consideration) over the per share exercise price of the applicable stock option and (ii) the aggregate number of shares of common stock that may be acquired upon exercise of such stock option immediately prior to the effective time of the Merger.
The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 13, 2006.
The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 1, 2007.
The options became exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 26, 2008.
Pursuant to an individual agreement entered into in connection with the Merger, all 10,222 shares of common stock subject to this stock option were assumed by Parent and replaced with options to acquire 1,022.2 membership units of Parent for $78.90 per unit.
The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 25, 2009.
The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 25, 2009.
The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, February 24, 2010.
The options are exercisable in quarterly installments on the first, second, third and fourth anniversary of the grant date, March 2, 2011.
All outstanding restricted share units subject to time-based vesting conditions became fully vested in accordance with their terms at the effective time of the Merger. All outstanding restricted share units subject to performance-based vesting conditions became fully vested upon the occurrence of the Merger and the number of shares of the issuer's common stock subject to such awards that became vested was equal to the maximum amount of such award. Accordingly, all restricted share units vested at the maximum amount of such award as of immediately prior to the consummation of the Merger. At the effective time of the Merger, each vested restricted share unit was converted into the right to receive an amount in cash equal to $25.50 (the per share merger consideration) per share of the issuer's common stock underlying such restricted share unit, without interest and less applicable withholding taxes.
/s/ Michael Agliata, Attorney-in-Fact
2012-09-11