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PDGI Pharmanet Development Grp (MM)

5.04
0.00 (0.00%)
14 Jun 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Pharmanet Development Grp (MM) NASDAQ:PDGI NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 5.04 0 01:00:00

- Statement of Changes in Beneficial Ownership (4)

24/03/2009 9:01pm

Edgar (US Regulatory)


FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Expires: February 28, 2011
Estimated average burden
hours per response...
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Hamill John P
2. Issuer Name and Ticker or Trading Symbol

PharmaNet Development Group Inc [ PDGI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
EVP and CFO
(Last)          (First)          (Middle)

C/O PHARMANET DEVELOPMENT GROUP, INC., 504 CARNEGIE CENTER
3. Date of Earliest Transaction (MM/DD/YYYY)

3/20/2009
(Street)

PRINCETON, NJ 08540
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, Par value $.001   (1) 3/20/2009     U    45396   (1) D $5.00   0   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
OPTIONS TO PURCHASE COMMON STOCK, PAR VALUE $.001   $40.39   3/20/2009           895      (2)   (2) COMMON STOCK, PAR VALUE $.001   895   (2) $0   0   D    
OPTIONS TO PURCHASE COMMON STOCK, PAR VALUE $.001   $13.86   3/20/2009           3571      (2)   (2) COMMON STOCK, PAR VALUE $.001   3571   (2) $0   0   D    
OPTIONS TO PURCHASE COMMON STOCK, PAR VALUE $.001   $26.91   3/20/2009           4533      (2)   (2) COMMON STOCK, PAR VALUE $.001   4533   (2) $0   0   D    
OPTIONS TO PURCHASE COMMON STOCK, PAR VALUE $.001   $29.47   3/20/2009           4841      (2)   (2) COMMON STOCK, PAR VALUE $.001   4841   (2) $0   0   D    

Explanation of Responses:
( 1)  Of such amount, 16,214 shares automatically vested and were paid for in connection with the change in control which occurred upon the acceptance of shares pursuant to the tender offer (the "Offer") which was launched in connection with the Agreement and Plan of Merger dated February 3, 2009 by and among JLL PharmaNet Holdings, LLC ("Parent"), PDGI Acquisition Corp. ("Purchaser") and PharmaNet ("PharmaNet"). Mr. Hamill has not immediately received the funds associated with this vesting pursuant to Internal Revenue Code 409A. On March 20, 2009, all shares which were tendered by the filing person in connection with the Offer, were accepted by the Purchaser. Any shares which were not tendered by the filing person will be cashed out at the closing of the Merger.
( 2)  Such options were canceled in connection with the Merger in exchange for the right to receive the difference between the merger consideration of $5.00 per share and the options exercise price.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Hamill John P
C/O PHARMANET DEVELOPMENT GROUP, INC.
504 CARNEGIE CENTER
PRINCETON, NJ 08540


EVP and CFO

Signatures
/s/ John P. Hamill 3/24/2009
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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