-----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, IsDdntzpjgjl9aT6xJXlYdUVTpNxlpqYAyBHmOyXUJU8pWXK15Y5aAVuzj9GFyzx LTUUQgNT0My2Io6W1RI1iw== 0001140361-07-016950.txt : 20070820 0001140361-07-016950.hdr.sgml : 20070820 20070820204643 ACCESSION NUMBER: 0001140361-07-016950 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070820 FILED AS OF DATE: 20070820 DATE AS OF CHANGE: 20070820 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HANOVER COMPRESSOR CO / CENTRAL INDEX KEY: 0000909413 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359] IRS NUMBER: 752344249 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12001 N HOUSTON ROSSLYN CITY: HOUSTON STATE: TX ZIP: 77086 BUSINESS PHONE: 2814478787 MAIL ADDRESS: STREET 1: 12001 NORTH HOUSTON ROSSLYN CITY: HOUSTON STATE: TX ZIP: 77086 FORMER COMPANY: FORMER CONFORMED NAME: HANOVER COMPRESSOR CO DATE OF NAME CHANGE: 19960716 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DORMAN MARGARET K CENTRAL INDEX KEY: 0001184601 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13071 FILM NUMBER: 071069311 BUSINESS ADDRESS: STREET 1: C/O SMITH INTERNATIONAL INC STREET 2: PO BOX 60068 CITY: HOUSTON STATE: TX ZIP: 77205-0068 BUSINESS PHONE: 2812335133 MAIL ADDRESS: STREET 1: C/O SMITH INTERNATIONAL INC STREET 2: PO BOX 60068 CITY: HOUSTON STATE: TX ZIP: 77205 4 1 doc1.xml FORM 4 X0202 4 2007-08-20 1 0000909413 HANOVER COMPRESSOR CO / HC 0001184601 DORMAN MARGARET K 12001 N. HOUSTON ROSSLYN HOUSTON TX 77086 1 0 0 0 Common Stock 2007-08-20 4 D 0 25200 D 0 D Director Stock Option (Right to Buy) 12.60 2007-08-20 4 D 0 4000 0 D 2014-02-03 Common Stock 4000 0 D Director Stock Option (Right to Buy) 11.39 2007-08-20 4 D 0 6000 0 D 2014-07-21 Common Stock 6000 0 D Director Stock Option (Right to Buy) 11.98 2007-08-20 4 D 0 6000 0 D 2015-07-08 Common Stock 6000 0 D The shares of common stock were disposed pursuant to the Agreement and Plan of Merger, dated February 5, 2007, as amended, among Universal Compression Holdings, Inc. (?Universal?), Iliad Holdings, Inc. (now known as Exterran Holdings, Inc. (?Exterran?)), Ulysses Sub, Inc., a wholly owned subsidiary of Exterran, Hector Sub, Inc., a wholly owned subsidiary of Exterran, and Hanover Compressor Company (?Hanover?) (the ?Merger Agreement?). As a result of the mergers contemplated by the Merger Agreement, Universal and Hanover became wholly owned subsidiaries of Exterran and the reporting person has the right to receive 0.325 shares of Exterran common stock for each share of Hanover common stock and the right to receive cash for any fractional share the reporting person otherwise would receive pursuant to the mergers. Pursuant to the Merger Agreement, each outstanding and unvested stock option of the reporting person granted under the Hanover equity incentive plans became fully vested and any outstanding Hanover stock option will convert to an option to acquire Exterran common stock, on the same terms and conditions as were applicable under that Hanover stock option, at an exchange rate of 0.325 to 1 (rounded to the nearest whole share) and at a price per share equal to the price per share under the Hanover option divided by 0.325 (rounded down to nearest whole cent). Suzanne B. Kean, Attorney-in-fact 2007-08-20 -----END PRIVACY-ENHANCED MESSAGE-----