-----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, H9k4ZoHhDylDRH2rfyS4NvEyNun6y0M8+VogHt78zv4qArLLd3C4h0q55hA1NCDR lFfSsuk9V+jEJzjU9A99oQ== 0001209191-06-059201.txt : 20061113 0001209191-06-059201.hdr.sgml : 20061113 20061113214824 ACCESSION NUMBER: 0001209191-06-059201 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061109 FILED AS OF DATE: 20061113 DATE AS OF CHANGE: 20061113 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FISHER SCIENTIFIC INTERNATIONAL INC CENTRAL INDEX KEY: 0000880430 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PROFESSIONAL & COMMERCIAL EQUIPMENT & SUPPLIES [5040] IRS NUMBER: 020451017 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: LIBERTY LANE CITY: HAMPTON STATE: NH ZIP: 03842 BUSINESS PHONE: 6039265911 MAIL ADDRESS: STREET 1: LIBERTY LANE CITY: LIBEHAMPTON STATE: NH ZIP: 03842 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VIESER RICHARD W CENTRAL INDEX KEY: 0001097823 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10920 FILM NUMBER: 061211119 BUSINESS ADDRESS: STREET 1: C/O APOGENT TECHNOLOGIES STREET 2: 30 PENHALLOW STREET CITY: PORTSMOUTH STATE: NH ZIP: 03801 BUSINESS PHONE: 6034336131 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2006-11-09 1 0000880430 FISHER SCIENTIFIC INTERNATIONAL INC FSH 0001097823 VIESER RICHARD W LIBERTY LANE HAMPTON NH 03842 1 0 0 0 Common Stock 2006-11-09 4 D 0 52575 D 0 D Common Stock 2006-11-09 4 D 0 2800 D 0 I See Footnote Common Stock 2006-11-09 4 D 0 2000 D 0 D Employee Stock Option (right to buy) 21.9795 2006-11-09 4 D 0 8377 D 2007-01-22 Common Stock 8377 0 D Employee Stock Option (right to buy) 34.1107 2006-11-09 4 D 0 8377 D 2008-01-30 Common Stock 8377 0 D Employee Stock Option (right to buy) 38.3186 2006-11-09 4 D 0 8377 D 2009-01-27 Common Stock 8377 0 D Employee Stock Option (right to buy) 32.8573 2006-11-09 4 D 0 8377 D 2010-02-02 Common Stock 8377 0 D Employee Stock Option (right to buy) 38.5268 2006-11-09 4 D 0 6720 D 2011-01-30 Common Stock 6720 0 D Employee Stock Option (right to buy) 44.8215 2006-11-09 4 D 0 6720 D 2012-01-28 Common Stock 6720 0 D Employee Stock Option (right to buy) 29.7679 2006-11-09 4 D 0 6720 D 2013-01-28 Common Stock 6720 0 D Employee Stock Option (right to buy) 47.9286 2006-11-09 4 D 0 6720 D 2014-01-27 Common Stock 6720 0 D Employee Stock Option (right to buy) 60.07 2006-11-09 4 D 0 10000 D 2015-05-06 Common Stock 10000 0 D Employee Stock Option (right to buy) 73.73 2006-11-09 4 D 0 10000 D 2016-05-05 Common Stock 10000 0 D Each share of issuer common stock was disposed of pursuant to the Agreement and Plan of Merger between Thermo Electron Corporation, Trumpet Merger Corporation and the issuer (the "Merger Agreement") in exchange for 2.0 shares of common stock of the surviving entity, Thermo Fisher Scientific Inc. ("Thermo Fisher"), on November 9, 2006, the effective date of the merger. Thermo Fisher stock had a market value of $45.03 per share on November 10, 2006, the first day Thermo Fisher stock was traded following the effective date of the merger. These shares are held by the reporting person's spouse. Each Restricted Stock Unit accrued under the issuer's 2005 Equity and Incentive Plan is the economic equivalent of one share of issuer common stock. The Restricted Stock Units were settled pursuant to the Merger Agreement for two shares of Thermo Fisher common stock on the effective date of the merger. This option (the "Original Option") was assumed by Thermo Fisher under the Merger Agreement and replaced with an option to purchase shares of Thermo Fisher common stock ("Substitute Option"). Under the Substitute Option: the number of option shares will equal the number of option shares under the Original Option, times the Exchange Ratio; and the exercise price will equal the exercise price under the Original Option, divided by the Exchange Ratio. The Exchange Ratio is 2.0. /s/ Carrie Kane as Attorney-in-Fact for Richard W. Vieser 2006-11-13 -----END PRIVACY-ENHANCED MESSAGE-----