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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $ 27.87 | 10/29/2007 | D | 11,327 | (1) | 01/30/2017 | Common Stock | 11,327 | (2) | 0 | D | ||||
Restricted Stock Units | $ 26.35 | 10/29/2007 | D | 9,761 | 01/01/2008 | 05/10/2016 | Common Stock | 9,761 | (2) | 0 | D | ||||
Restricted Stock Units | (3) | 10/29/2007 | D | 1,720 | 01/24/2009 | 05/10/2016 | Common Stock | 1,720 | (2) | 0 | D | ||||
Restricted Stock Units | (3) | 10/29/2007 | D | 1,720 | (4) | 05/10/2016 | Common Stock | 1,720 | (2) | 0 | D | ||||
Stock Options (right to buy) | $ 27.87 | 10/29/2007 | D | 6,057 | (5) | 01/30/2017 | Common Stock | 6,057 | (6) | 0 | D | ||||
Stock Options (right to buy) | $ 26.35 | 10/29/2007 | D | 6,640 | 01/24/2009 | 05/10/2016 | Common Stock | 10,000 | (6) | 0 | D | ||||
Stock Options (right to buy) | $ 37.295 | 10/29/2007 | D | 25,000 | 01/25/2006 | 01/25/2015 | Common Stock | 25,000 | (6) | 0 | D | ||||
Stock Options (right to buy) | $ 45.02 | 10/29/2007 | D | 25,000 | 01/27/2005 | 01/27/2014 | Common Stock | 25,000 | (6) | 0 | D | ||||
Stock Options (right to buy) | $ 40.74 | 10/29/2007 | D | 25,000 | 01/28/2004 | 01/28/2013 | Common Stock | 25,000 | (6) | 0 | D | ||||
Stock Options (right to buy) | $ 47.025 | 10/29/2007 | D | 25,000 | 01/29/2003 | 01/29/2012 | Common Stock | 25,000 | (6) | 0 | D | ||||
Stock Options (right to buy) | $ 42.07 | 10/29/2007 | D | 50,000 | 09/25/2002 | 09/25/2011 | Common Stock | 50,000 | (6) | 0 | D | ||||
Exchangeable Shares | (7) | 10/29/2007 | D | 2,306 | (7) | (7) | Common Stock | 2,306 | (7) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MONAHAN PIERRE 55 EAST CAMPERDOWN WAY GREENVILLE, SC 29601 |
EVP - Building Products |
/s/ Pierre Monahan | 10/31/2007 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | These Restricted Stock Units vest in three equal annual installments beginning January 30, 2007. |
(2) | Assumed by AbitibiBowater in the combination of Bowater Incorporated and Abitibi-Consolidated Inc. (the "Combination"), effected on October 29, 2007, and replaced with restricted stock units representing a contingent right to receive an amount of AbitibiBowater common stock equal to the number of shares of Bowater common stock subject to the Restricted Stock Units multiplied by 0.52. AbitibiBowater common stock had a market value of $36.77 per share on the effective date of the Combination. |
(3) | Each Restricted Stock Unit represents a contingent right to receive one share of Bowater common stock. |
(4) | These Restricted Stock Units vest January 24, 2009 or in the event of involuntary termination without cause. If Bowater has cumulative positive earnings per share during the three-year period beginning January 1, 2006 and ending December 31, 2008, the total awards will vest. If Bowater has positive earnings per share for any one calendar year during the three-year period, one-third of the respective award will vest for each such year. |
(5) | These Stock Options vest in three equal annual installments beginning January 30, 2007. |
(6) | Assumed by AbitibiBowater in the Combination and replaced with stock options to purchase an amount of AbitibiBowater common stock equal to the number of shares of Bowater common stock subject to the Stock Options multiplied by 0.52. The exercise price of the replacement stock options is determined by dividing the existing exercise price by 0.52. |
(7) | Assumed by AbitibiBowater in the Combination, each Exchangeable Share is replaced with 0.52 of a non-voting exchangeable share representing a contingent right to receive a share of AbitibiBowater common stock. Each Exchangeable Share is currently exchangeable (on a 1-for-1 basis) at the option of the holder into Bowater common stock. |