dilluns, 28 de setembre del 2015

Steris shareholder sues over exec tax reimbursements

Steris, Synergy Health mergerA Steris (NYSE:STE) shareholder sued the company over issues with tax reimbursements being distributed to board members and executives to cover tax liability due to the company’s merger with Synergy Health, according to an SEC filing.

U.S. tax laws impose a 15% excise tax on stock owned by executives and directors for the 6 months before and after a merger transaction.

The company settled with the plaintiff in the case, releasing full details of “make-whole” payments it made and agreeing to not grant any new stock compensation to any of the “individual defendants in the action during the period from September 28, 2015 through the period 6 months following the closing date of the combination,” according to the filing.

The company has not yet had completed the settlement, according to the filing, saying it is still “subject to customary conditions, including the approval of the Court.” The company did, however, release updated information on the compensation it plans to provide upon closure of the merger.

The company said the “make-whole” payments were considered at 3 separate meetings of the board and 3 meetings of the compensation committee before approving the compensations.

Walter M Rosebrough, Jr. $3,697,781
Michael J. Tokich $2,450,421
J. Adam Zangerle $932,480
Sudhir K. Pahwa $935,510
Kathleen L. Bardwell $570,538
Suzanne V. Forsythe $418,930
Robert E. Moss $310,833
Daniel Carestio $725,400
Gulam Khan $281,622
Richard C. Breeden $574,699
Cynthia L. Feldmann $268,071
Jacqueline B. Kosecoff $815,751
David B. Lewis $392,017
Kevin M. McMullen $303,555
Mohsen M. Sohi $515,339
John P. Wareham $575,433
Loyal W. Wilson $843,478
Michael B. Wood $521,001
TOTAL $15,132,859

Last week, a federal judge shot down the U.S. Federal Trade Commission’s bid to block the pending, $1.9 billion merger.

The FTC claimed that Synergy was ready to bring new X-ray sterilization technology to the U.S., but pulled the plug after Steris put up its $1.9 billion offer and the FTC opened its investigation.

Judge Dan Polster of the U.S. District Court for Northern Ohio today rejected the FTC’s argument, ruling that Synergy decided to abandon the X-ray plan for legitimate business reasons.

The post Steris shareholder sues over exec tax reimbursements appeared first on MassDevice.



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