0001354217-15-000041.txt : 20150219
0001354217-15-000041.hdr.sgml : 20150219
20150219174104
ACCESSION NUMBER: 0001354217-15-000041
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150217
FILED AS OF DATE: 20150219
DATE AS OF CHANGE: 20150219
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Volcano Corp
CENTRAL INDEX KEY: 0001354217
STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845]
IRS NUMBER: 330928885
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3721 VALLEY CENTRE DRIVE
STREET 2: SUITE 500
CITY: SAN DIEGO
STATE: CA
ZIP: 92130
BUSINESS PHONE: 800-228-4728
MAIL ADDRESS:
STREET 1: 3721 VALLEY CENTRE DRIVE
STREET 2: SUITE 500
CITY: SAN DIEGO
STATE: CA
ZIP: 92130
FORMER COMPANY:
FORMER CONFORMED NAME: Volcano CORP
DATE OF NAME CHANGE: 20060223
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ACE HEATHER S
CENTRAL INDEX KEY: 0001610762
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-52045
FILM NUMBER: 15632853
MAIL ADDRESS:
STREET 1: 3721 VALLEY CENTRE DR SUITE 500
CITY: SAN DIEGO
STATE: CA
ZIP: 92130
4
1
wf-form4_142438565370268.xml
FORM 4
X0306
4
2015-02-17
1
0001354217
Volcano Corp
VOLC
0001610762
ACE HEATHER S
3721 VALLEY CENTRE DR., SUITE 500
SAN DIEGO
CA
92130
0
1
0
0
EVP, Human Resources
Common Stock
2015-02-17
4
D
0
12658
18
D
0
D
Performance Shares
0.0
2015-02-17
4
D
0
1536
18
D
Common Stock
1536.0
0
D
Performance Shares
0.0
2015-02-17
4
D
0
7483
18
D
Common Stock
7483.0
0
D
Restricted Stock Units
0.0
2015-02-17
4
D
0
11678
18
D
Common Stock
11678.0
0
D
Restricted Stock Units
0.0
2015-02-17
4
D
0
7515
18
D
Common Stock
7515.0
0
D
Restricted Stock Units
0.0
2015-02-17
4
D
0
7483
18
D
Common Stock
7483.0
0
D
This total includes 750 shares purchased under the 2007 Employee Stock Purchase Plan (ESPP) on February 12, 2015.
Per the terms of the Agreement and Plan of Merger, dated as of December 16, 2014, among the Company, Philips Holding USA Inc., a Delaware corporation, and Clearwater Merger Sub, Inc., a Delaware corporation (the "Merger Agreement") and the Offer (as defined in the Merger Agreement), each share of Volcano common stock was validly tendered for $18.00 per share in cash, without interest and less any required withholding taxes.
Per the terms of the Merger Agreement, each outstanding performance restricted stock unit ("PRSU") that was outstanding as of immediately prior to the Offer Acceptance Time (as defined in the Merger Agreement) was cancelled in its entirety and converted into the right to receive cash in an amount equal to $18.00 per share in cash, without interest and less any required withholding taxes, with respect to the target number of shares subject to the PRSU.
Per the terms of the Merger Agreement, each restricted stock unit award that was outstanding as of immediately prior to the Offer Acceptance Time (as defined in the Merger Agreement), was cancelled and converted into the right to receive cash in amount equal to $18.00 per share in cash, without interest and less any required withholding taxes.
By: /s/ Jeremy Hayden, Attorney-in-fact
2015-02-19