4//SEC Filing
NIMBUS CD INTERNATIONAL INC 4
Accession 0000891836-98-000528
CIK 0000919550operating
Filed
Aug 10, 8:00 PM ET
Accepted
—
Size
13.5 KB
Accession
0000891836-98-000528
Insider Transaction Report
Form 4
Transactions
- Disposition from Tender
STOCK")
1998-07-27$11.50/sh+20,598,948$236,887,902 - Purchase
COMMON STOCK
1998-07-27$11.50/sh+870,806$10,014,269
Footnotes (1)
- [1]Pursuant to an Agreement and Plan of Merger, dated as of June 16, 1998 (the "Merger Agreement"), by and among the Reporting Person ("Carlton"), Neptune Acquisition Corp., a wholly owned subsidiary of the Reporting Person ("Purchaser"), and the Issuer, Purchaser commenced a tender offer (the "Offer") for all of the issued and outstanding shares of Common Stock. On July 27, 1998, following the expiration of the Offer, Purchaser acquired 20,598,948 shares of Common Stock, constituting approximately 95% of the outstanding shares of Common Stock pursuant to the Offer. Thereafter, on the same date, Purchaser was merged with and into the Issuer (the "Merger") pursuant to Section 253 of the Delaware General Corporation Law. As a result of the Merger, the separate corporate existence of Purchaser ceased and the Issuer became an indirect wholly owned subsidiary of Carlton. Thereafter, the Issuer filed a Certification and Notice of Termination of Registration on Form 15. /s/ WILLIAM ROLLASON 8/1/98 ----------------------------------- -------- **CARLTON COMMUNICATIONS PLC Name: William Rollason Date Title: Associate Director ** 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 provided is insufficient, see Instruction 6 for procedure. Page 2 of 2 SEC 1474 (3/91) -----END PRIVACY-ENHANCED MESSAGE-----
Documents
Issuer
NIMBUS CD INTERNATIONAL INC
CIK 0000919550
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000919550
Filing Metadata
- Form type
- 4
- Filed
- Aug 10, 8:00 PM ET
- Size
- 13.5 KB