0001140361-15-032980.txt : 20150820
0001140361-15-032980.hdr.sgml : 20150820
20150820171413
ACCESSION NUMBER: 0001140361-15-032980
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: HEYER STEVEN J
CENTRAL INDEX KEY: 0001161492
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-08269
FILM NUMBER: 151066885
MAIL ADDRESS:
STREET 1: 1111 WESTCHESTER AVENUE
CITY: WHITE PLAINS
STATE: NY
ZIP: 10604
4
1
doc1.xml
FORM 4
X0306
4
2015-08-18
1
0000353230
OMNICARE INC
OCR
0001161492
HEYER STEVEN J
4437 NORTHSIDE PARKWAY
SUITE 254
ATLANTA
GA
30327
1
0
0
0
Common Stock
2015-08-18
4
D
0
32503
98.00
D
6596
D
Common Stock
2015-08-18
4
D
0
6596
98.00
D
0
D
Stock Option
31.20
2015-08-18
4
D
0
1266
D
2015-05-05
2021-05-04
Common Stock
1266
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
Stock Option
91.01
2015-08-18
4
D
0
450
D
2019-05-08
2025-05-07
Common Stock
450
0
D
Reflects 225 shares of Common Stock acquired in exempt transactions under the Omnicare StockPlus Program (broad-based stock purchase/option plan).
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 Steven J. Heyer
2015-08-20