0001179110-11-014966.txt : 20111108 0001179110-11-014966.hdr.sgml : 20111108 20111108204800 ACCESSION NUMBER: 0001179110-11-014966 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111104 FILED AS OF DATE: 20111108 DATE AS OF CHANGE: 20111108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bibb John T CENTRAL INDEX KEY: 0001517555 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09913 FILM NUMBER: 111189294 MAIL ADDRESS: STREET 1: 8023 VANTAGE DRIVE CITY: SAN ANTONIO STATE: TX ZIP: 78230 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KINETIC CONCEPTS INC CENTRAL INDEX KEY: 0000831967 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 741891727 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8023 VANTAGE DR CITY: SAN ANTONIO STATE: TX ZIP: 78230 BUSINESS PHONE: 210.524.9000 MAIL ADDRESS: STREET 1: P0 B0X 659508 CITY: SAN ANTONIO STATE: TX ZIP: 78265-9508 FORMER COMPANY: FORMER CONFORMED NAME: KINETIC CONCEPTS INC /TX/ DATE OF NAME CHANGE: 19920703 4 1 edgar.xml FORM 4 - X0304 4 2011-11-04 1 0000831967 KINETIC CONCEPTS INC KCI 0001517555 Bibb John T C/O KINETIC CONCEPTS, INC. 8023 VANTAGE DRIVE SAN ANTONIO TX 78230 0 1 0 0 SVP, General Counsel Common Stock 2011-11-04 4 D 0 1768 68.50 D 0 D Common Stock 2011-11-04 4 D 0 4363 68.50 D 0 D Employee Stock Option (right to buy) 44.41 2011-11-04 4 D 0 1875 24.09 D 2008-04-01 2014-04-01 Common Stock 1875 0 D Employee Stock Option (right to buy) 59.58 2011-11-04 4 D 0 900 8.92 D 2009-04-01 2015-04-01 Common Stock 900 0 D Employee Stock Option (right to buy) 41.17 2011-11-04 4 D 0 3360 27.33 D 2010-04-01 2016-04-01 Common Stock 3360 0 D Employee Stock Option (right to buy) 51.42 2011-11-04 4 D 0 3930 17.08 D 2011-04-02 2017-04-02 Common Stock 3930 0 D Employee Stock Option (right to buy) 51.75 2011-11-04 4 D 0 3750 16.75 D 2012-02-19 2018-02-19 Common Stock 3750 0 D Employee Stock Option (right to buy) 24.78 2011-11-04 4 D 0 4800 43.72 D 2013-02-20 2019-02-20 Common Stock 4800 0 D Employee Stock Option (right to buy) 40.60 2011-11-04 4 D 0 4013 27.90 D 2014-02-23 2020-02-23 Common Stock 4013 0 D Employee Stock Option (right to buy) 39.94 2011-11-04 4 D 0 825 28.56 D 2014-11-15 2020-11-15 Common Stock 825 0 D Employee Stock Option (right to buy) 46.64 2011-11-04 4 D 0 6000 21.86 D 2015-02-23 2021-02-23 Common Stock 6000 0 D Restricted Stock Unit 2011-11-04 4 D 0 1317 68.50 D 2015-04-07 2015-04-07 Common Stock 1317 0 D Restricted Stock Unit 2011-11-04 4 D 0 4000 68.50 D 2014-02-23 2014-02-23 Common Stock 4000 0 D Restricted Stock Unit 2011-11-04 4 D 0 6797 68.50 D 2014-02-23 2014-02-23 Common Stock 6797 0 D Pursuant to the Agreement and Plan of Merger (the "Agreement") by and among Kinetic Concepts, Inc., Chiron Holdings, Inc. and Chiron Merger Sub, Inc., dated as of July 12, 2011, on the effective date of the merger contemplated by the Agreement (the "Merger"), each of these shares of common stock was automatically converted into the right to receive $68.50. Represents shares of unvested restricted common stock. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these shares of unvested restricted common stock became fully vested and was converted into the right to receive $68.50. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options was cancelled in exchange for a cash payment of $45,168.75, representing the excess of $68.50 per underlying share of common stock over the $44.41 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options was cancelled in exchange for a cash payment of $8,028, representing the excess of $68.50 per underlying share of common stock over the $59.58 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options was cancelled in exchange for a cash payment of $91,828.80, representing the excess of $68.50 per underlying share of common stock over the $41.17 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options was cancelled in exchange for a cash payment of $67,124.40, representing the excess of $68.50 per underlying share of common stock over the $51.42 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options became fully vested and was cancelled in exchange for a cash payment of $62,812.50, representing the excess of $68.50 per underlying share of common stock over the $51.75 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options became fully vested and was cancelled in exchange for a cash payment of $209,856, representing the excess of $68.50 per underlying share of common stock over the $24.78 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options became fully vested and was cancelled in exchange for a cash payment of $111,962.70, representing the excess of $68.50 per underlying share of common stock over the $40.60 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options became fully vested and was cancelled in exchange for a cash payment of $23,562, representing the excess of $68.50 per underlying share of common stock over the $39.94 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these options became fully vested and was cancelled in exchange for a cash payment of $131,160, representing the excess of $68.50 per underlying share of common stock over the $46.64 per share exercise price of the option. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these Restricted Stock Unit awards became fully vested and was cancelled in exchange for a cash payment of $68.50 per underlying share of common stock. Pursuant to the terms of the Agreement, on the effective date of the Merger, each of these Restricted Stock Unit awards became fully vested as if the applicable target performance goal had been met and was cancelled in exchange for a cash payment of $68.50 per underlying share of common stock. /s/ Eileen Y. Passmore, Attorney-in-fact 2011-11-08