0001209191-13-052737.txt : 20131118
0001209191-13-052737.hdr.sgml : 20131118
20131118123422
ACCESSION NUMBER: 0001209191-13-052737
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20131114
FILED AS OF DATE: 20131118
DATE AS OF CHANGE: 20131118
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ROCHESTER MEDICAL CORPORATION
CENTRAL INDEX KEY: 0000868368
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
IRS NUMBER: 411613227
STATE OF INCORPORATION: MN
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: ONE ROCHESTER MEDICAL DR
CITY: STEWARTVILLE
STATE: MN
ZIP: 55976
BUSINESS PHONE: 5075339600
MAIL ADDRESS:
STREET 1: ONE ROCHESTER MEDICAL DR
CITY: STEWARTVILLE
STATE: MN
ZIP: 55976
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BOEHM DARNELL L
CENTRAL INDEX KEY: 0001033106
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-18933
FILM NUMBER: 131226149
MAIL ADDRESS:
STREET 1: 1500 SECOND AVE NW
CITY: STEWARTVILLE
STATE: NC
ZIP: 55976
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2013-11-14
1
0000868368
ROCHESTER MEDICAL CORPORATION
ROCM
0001033106
BOEHM DARNELL L
19330 BARDSLEY PLACE
MONUMENT
CO
80132
1
0
0
0
Common Stock
2013-11-14
4
D
0
24642
20.00
D
0
D
Stock Option (Right to Buy)
12.30
2013-11-14
4
D
0
40000
7.70
D
2006-11-21
2016-11-21
Common Stock
40000
0
D
Stock Option (Right to Buy)
11.23
2013-11-14
4
D
0
10000
8.77
D
2008-02-06
2018-02-05
Common Stock
10000
0
D
Stock Option (Right to Buy)
11.27
2013-11-14
4
D
0
10000
8.73
D
2009-02-03
2019-02-03
Common Stock
10000
0
D
Stock Option (Right to Buy)
12.27
2013-11-14
4
D
0
12000
7.73
D
2010-01-28
2020-01-28
Common Stock
12000
0
D
Stock Option (Right to Buy)
10.72
2013-11-14
4
D
0
16000
9.28
D
2011-01-27
2021-01-27
Common Stock
16000
0
D
On November 14, 2013, in connection with the acquisition of Rochester Medical Corporation (the "Company") by C. R. Bard, Inc., a New Jersey corporation ("Bard") pursuant to the Agreement and Plan of Merger dated September 3, 2013 (the "Merger Agreement") among the Company, Bard and a wholly owned subsidiary of Bard, at the effective time of the merger contemplated by the Merger Agreement (the "Merger"), these shares of Company common stock were cancelled and converted into the right to receive a cash payment of $20.00 per share, without interest and less any applicable withholding taxes.
Includes restricted stock awards.
Pursuant to the Merger Agreement, upon the effectiveness of the Merger 10,642 shares of restricted stock were cancelled in exchange for the right to receive $20.00 per share, without interest and less any applicable withholding taxes.
These options were 100% vested on date of grant. Pursuant to the Merger Agreement, upon the effectiveness of the Merger the vesting of these options was accelerated and they were cancelled in exchange for the right to receive a cash payment per option equal to the excess of $20.00 over the per share exercise price of the option.
David A. Jonas as power-of-attorney for Darnell L. Boehm
2013-11-14