0001140361-15-032976.txt : 20150820
0001140361-15-032976.hdr.sgml : 20150820
20150820171214
ACCESSION NUMBER: 0001140361-15-032976
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150818
FILED AS OF DATE: 20150820
DATE AS OF CHANGE: 20150820
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: OMNICARE INC
CENTRAL INDEX KEY: 0000353230
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912]
IRS NUMBER: 311001351
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 900 OMNICARE CENTER
STREET 2: 201 E. FOURTH STREET
CITY: CINCINNATI
STATE: OH
ZIP: 45202
BUSINESS PHONE: 5137192600
MAIL ADDRESS:
STREET 1: 900 OMNICARE CENTER
STREET 2: 201 E. FOURTH STREET
CITY: CINCINNATI
STATE: OH
ZIP: 45202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CARLSON JAMES G
CENTRAL INDEX KEY: 0001024376
STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324]
STATE OF INCORPORATION: MN
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-08269
FILM NUMBER: 151066870
4
1
doc1.xml
FORM 4
X0306
4
2015-08-18
1
0000353230
OMNICARE INC
OCR
0001024376
CARLSON JAMES G
900 OMNICARE CENTER
201 EAST FOURTH STREET
CINCINNATI
OH
45202
1
0
0
0
Common Stock
2015-08-18
4
D
0
2849
98.00
D
1782
D
Common Stock
2015-08-18
4
D
0
1782
98.00
D
0
D
Stock Option
60.09
2015-08-18
4
D
0
664
D
2018-05-06
2024-05-05
Common Stock
664
0
D
At the Effective Time (as defined in the Agreement and Plan of Merger, dated May 20, 2015 (the "Merger Agreement"), by and among the Company, CVS Pharmacy, Inc. and Tree Merger Sub, Inc.), these shares of Common Stock were converted into the right to receive the merger consideration of $98.00 per share in cash (the "Merger Consideration") in accordance with the Merger Agreement.
At the Effective Time, in accordance with the Merger Agreement, these restricted stock units were cancelled and converted into the right to receive the Merger Consideration.
At the Effective Time, in accordance with the Merger Agreement, this stock option acquired under the Omnicare StockPlus Program (broad-based stock purchase/option plan) became fully vested and was cancelled and converted into the right to receive a cash amount determined by multiplying (x) the excess of the Merger Consideration over the exercise price of such stock option by (y) the number of shares of Common Stock subject to such stock option.
/s/ Nathan Scott, attorney-in-fact for James G. Carlson
2015-08-20