0000878088-12-000060.txt : 20121002 0000878088-12-000060.hdr.sgml : 20121002 20121002171533 ACCESSION NUMBER: 0000878088-12-000060 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120928 FILED AS OF DATE: 20121002 DATE AS OF CHANGE: 20121002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHAROKY MELVIN MD CENTRAL INDEX KEY: 0001182633 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10827 FILM NUMBER: 121124481 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PAR PHARMACEUTICAL COMPANIES, INC. CENTRAL INDEX KEY: 0000878088 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 223122182 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 TICE BOULEVARD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07677 BUSINESS PHONE: 201-802-4000 MAIL ADDRESS: STREET 1: 300 TICE BOULEVARD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07677 FORMER COMPANY: FORMER CONFORMED NAME: PHARMACEUTICAL RESOURCES INC DATE OF NAME CHANGE: 19940526 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2012-09-28 1 0000878088 PAR PHARMACEUTICAL COMPANIES, INC. PRX 0001182633 SHAROKY MELVIN MD C/O PAR PHARMACEUTICAL COMPANIES, INC. 300 TICE BLVD WOODCLIFF LAKE NJ 07677 1 0 0 0 Deferred Unit Award/Stock Units 2012-09-28 4 D 0 15201 50 D Common Stock 15201 0 D Restricted Stock Units 2012-09-28 4 D 0 25090 50 D Common Stock 25090 0 D Stock Option (right to buy) 24.72 2012-09-28 4 D 0 5000 25.28 D 2017-03-07 Common Stock 5000 0 D On Sept 28, 2012, certain affiliates of TPG Capital, L.P.("TPG") acquired the Issuer (the "Merger") pursuant to that certain merger agreement, as of July 14, 2012, by and among the Issuer, Sky Growth Holdings Corporation ("Parent") and Sky Growth Acquisition Corporation ("Merger Sub"). In connection with the Merger, TPG acquired all of the outstanding shares of the Issuer's Common Stock at a price of $50 per share, in cash. In addition, all outstanding deferred unit awards, performance stock units, restricted stock units and options (other than such awards held by certain employees that were exchanged for awards of Parent's stock) were cancelled upon the closing of the Merger in exchange for cash payments at a price of $50 per unit or option share (less the exercise price in the case of options), payable without interest. This transaction is more fully described in the Issuer's Proxy Statement filed with the SEC on Aug 27, 2012, as amended. The deferred unit awards and restricted stock units are the economic equivalent of one share of common stock, and are only distributed upon termination of services as a director of the Issuer. The deferred unit awards and restricted stock units were cancelled upon the closing of the Merger in exchange for a cash payment of $50.00 per unit. In addition, the Reporting Person has resigned as a director of the Company effective upon the closing of the Merger. This option, which became exercisable March 7, 2008, was cancelled upon the closing of the Merger in exchange for a cash payment representing the number of shares underlying the option multiplied by the difference between the exercise price of the option and the merger consideration of $50.00 per share on the effective date of the closing of the Merger. LIMITED POWER OF ATTORNEY: KNOW ALL MEN BY THESE PRESENTS, that the undersigned does hereby constitute and appoint MARIAN E. GUSTAFSON with full power to act, as his/her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him/her and in his/her name, place and stead, in any and all capacities, and to do any and all acts and things in his/her name and on his/her behalf, to execute any and all documents and instruments, which said attorney-in-fact may deem necessary or advisable to enable him/her to comply with the reporting requirements pursuant to Section 16 of the Securities Exchange Act of 1934, as amended, including but not limited to Form 4 Statement of Changes in Beneficial Ownership and Form 5 Annual Statement of Changes in Beneficial Ownership, relating to his/her ownership in Par Pharmaceutical Companies, Inc. (the "Company") for the period October 1, 2012 through and including September 30, 2013; and to file the same, and all other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that the said attorney-in-fact and agent may lawfully do or cause to be done by virtue thereof./s/ Melvin Sharoky MD September 11, 2012 /s/ Marian E. Gustafson for Melvin Sharoky MD 2012-10-02