-----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, Ok+Bt9lMBJWeAGjxAH3X+DQF2+fJYdxZQdZQfpszqz8dFioTT0sw+GvmULoS15cG D0Wgcmdf3swnQIFhhgpVkQ== 0001209191-06-057236.txt : 20061102 0001209191-06-057236.hdr.sgml : 20061102 20061102145638 ACCESSION NUMBER: 0001209191-06-057236 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061031 FILED AS OF DATE: 20061102 DATE AS OF CHANGE: 20061102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MICHAELS STORES INC CENTRAL INDEX KEY: 0000740670 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-HOBBY, TOY & GAME SHOPS [5945] IRS NUMBER: 751943604 STATE OF INCORPORATION: DE FISCAL YEAR END: 0201 BUSINESS ADDRESS: STREET 1: 8000 BENT BRANCH DR STREET 2: ******** CITY: IRVING STATE: TX ZIP: 75063 BUSINESS PHONE: (972)409-1300 MAIL ADDRESS: STREET 1: PO BOX 619566 CITY: DFW STATE: TX ZIP: 75261-9566 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KANTER HARVEY S CENTRAL INDEX KEY: 0001232404 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09338 FILM NUMBER: 061182301 BUSINESS ADDRESS: BUSINESS PHONE: 9724091300 MAIL ADDRESS: STREET 1: 8000 BENT BRANCH DRIVE CITY: IRVING STATE: TX ZIP: 75063 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2006-10-31 1 0000740670 MICHAELS STORES INC MIK 0001232404 KANTER HARVEY S 8000 BENT BRANCH DRIVE IRVING TX 75063 0 1 0 0 EVP - Chief Merchant Common Stock 2006-10-31 4 D 0 4004 44.00 D 0 D Stock Option (Right to Buy) 16.65 2006-10-31 4 D 0 26668 D 2008-05-06 Common Stock 26668 0 D Stock Option (Right to Buy) 17.655 2006-10-31 4 D 0 11111 D 2008-08-06 Common Stock 11111 0 D Stock Option (Right to Buy) 25.59 2006-10-31 4 D 0 50000 D 2009-08-05 Common Stock 50000 0 D Stock Option (Right to Buy) 37.96 2006-10-31 4 D 0 43750 D 2010-08-04 Common Stock 43750 0 D This report relates to the exempt disposition of issuer securities by the reporting person pursuant to the agreement and plan of merger, dated as of June 30, 2006, among Bain Paste Mergerco, Inc., Blackstone Paste Mergerco, Inc., Bain Paste Finco, LLC, Blackstone Paste Finco, LLC and the issuer (the "Merger Agreement"). Disposed pursuant to the Merger Agreement in exchange for a cash payment of $44.00 per share. This option to purchase issuer common stock (which provides for vesting of approximately one-third of the option on each of the first, second and third anniversary of the date of grant (5/07/2003)) was, in accordance with the Merger Agreement, canceled and converted into the right to receive a cash payment equal to the excess (if any) of the $44.00 per share cash merger consideration over the exercise price per share of the option, multiplied by the number of shares subject to the option. This option to purchase issuer common stock (which provides for vesting of approximately one-third of the option on each of the first, second and third anniversary of the date of grant (8/07/2003)) was, in accordance with the Merger Agreement, canceled and converted into the right to receive a cash payment equal to the excess (if any) of the $44.00 per share cash merger consideration over the exercise price per share of the option, multiplied by the number of shares subject to the option. This option to purchase issuer common stock (which provides for vesting of approximately one-third of the option on each of the first, second and third anniversary of the date of grant (8/06/2004)) was, in accordance with the Merger Agreement, canceled and converted into the right to receive a cash payment equal to the excess (if any) of the $44.00 per share cash merger consideration over the exercise price per share of the option, multiplied by the number of shares subject to the option. This option to purchase issuer common stock (which provides for vesting of approximately one-third of the option on each of the first, second and third anniversary of the date of grant (8/05/2005)) was, in accordance with the Merger Agreement, canceled and converted into the right to receive a cash payment equal to the excess (if any) of the $44.00 per share cash merger consideration over the exercise price per share of the option, multiplied by the number of shares subject to the option. /s/ Todd J. Thorson Todd J. Thorson, Attorney-in-Fact for Harvey S. Kanter 2006-11-02 -----END PRIVACY-ENHANCED MESSAGE-----