0000950138-12-000042.txt : 20120130 0000950138-12-000042.hdr.sgml : 20120130 20120130185256 ACCESSION NUMBER: 0000950138-12-000042 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120127 FILED AS OF DATE: 20120130 DATE AS OF CHANGE: 20120130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: de Pesquidoux Hubert CENTRAL INDEX KEY: 0001464176 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-15135 FILM NUMBER: 12557003 MAIL ADDRESS: STREET 1: TEKELEC, 5200 PARAMOUNT PARKWAY CITY: MORRISVILLE STATE: NC ZIP: 27560 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TEKELEC CENTRAL INDEX KEY: 0000790705 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 952746131 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5200 PARAMOUNT PARKWAY CITY: MORRISVILLE STATE: NC ZIP: 27560 BUSINESS PHONE: 919-460-5500 MAIL ADDRESS: STREET 1: 5200 PARAMOUNT PARKWAY CITY: MORRISVILLE STATE: NC ZIP: 27560 4 1 edgar.xml PRIMARY DOCUMENT X0304 4 2012-01-27 1 0000790705 TEKELEC TKLC 0001464176 de Pesquidoux Hubert C/O TEKELEC 5200 PARAMOUNT PARKWAY MORRISVILLE NC 27560 1 0 0 0 Common Stock 2012-01-27 4 D 0 21666 11.00 D 0 D Restricted Stock Units 2012-01-27 4 D 0 3334 11.00 D Common Stock 3334 0 D Restricted Stock Units 2012-01-27 4 D 0 8000 11.00 D Common Stock 8000 0 D Pursuant to the Agreement and Plan of Merger dated as of November 6, 2011 by and among the issuer, Titan Private Holdings I, LLC and Titan Private Acquisition Corp. (the "Merger Agreement"), at the effective time of the merger, each share of Tekelec Common Stock was canceled in exchange for a cash payment of $11.00 per share. Restricted Stock Units convert to Tekelec Common Stock on a one-for-one basis. Pursuant to the Merger Agreement, at the effective time of the merger, the restricted stock units became fully vested, and each restricted stock unit was canceled in exchange for a cash payment of $11.00. The restricted stock units were scheduled to vest on May 15, 2012. Pursuant to the Merger Agreement, at the effective time of the merger, the restricted stock units became fully vested, and each restricted stock unit was canceled in exchange for a cash payment of $11.00. The restricted stock units were scheduled to vest on the earlier of (i) May 13, 2012, (ii) the day immediately preceding the date of the issuer's 2012 Annual Meeting of Shareholders, or (iii) a change in control of the issuer. /s/ Hubert de Pesquidoux 2012-01-27