4//SEC Filing
CTI GROUP HOLDINGS INC 4
Accession 0000899243-15-009450
CIK 0000355627operating
Filed
Dec 7, 7:00 PM ET
Accepted
Dec 8, 3:14 PM ET
Size
13.1 KB
Accession
0000899243-15-009450
Insider Transaction Report
Form 4
Reinarts Michael J.
Director
Transactions
- Disposition from Tender
Class A Common Stock
2015-12-04$0.61/sh−2,900,791$1,769,483→ 0 total - Disposition to Issuer
Restricted Stock Units
2015-12-07$0.61/sh−50,000$30,500→ 0 total→ Class A Common Stock (50,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2015-12-07$0.52/sh−50,000$26,000→ 0 totalExercise: $0.09Exp: 2019-10-06→ Class A Common Stock (50,000 underlying) - Disposition to Issuer
Restricted Stock Units
2015-12-07$0.61/sh−66,666.67$40,667→ 0 total→ Class A Common Stock (66,666.67 underlying)
Footnotes (3)
- [F1]These shares were disposed of upon the completion of a cash tender offer by New Acquisitions Corporation ("Purchaser"), a wholly owned subsidiary of Enghouse Systems Limited ("Enghouse"), to purchase all of the issued and outstanding shares of the Class A common stock of CTI Group (Holdings) Inc. (the "Issuer") at a purchase price of $0.61 per share (the "Offer Price") in accordance with the Agreement and Plan of Merger, dated October 18, 2015, by and among the Issuer, Enghouse and Purchaser (the "Merger Agreement"). Pursuant to the Merger Agreement, on December 7, 2015, Purchaser was merged (the "Merger") with and into the Issuer. In accordance with the Agreement and Plan of Merger, the reporting person resigned as a director of the Issuer effective as of the effective time of the Merger.
- [F2]Pursuant to the terms of the Merger Agreement, as a result of and as of the effective time of the Merger, each stock option (whether or not then vested or exercisable) was cancelled and converted into the right to receive the excess of the Offer Price per share over the per-share exercise price of the shares subject to such stock option, subject to applicable tax withholding.
- [F3]Pursuant to the terms of the Merger Agreement, as a result of and as of the effective time of the Merger, each restricted stock unit (whether or not then vested) was cancelled and converted into the right to receive the Offer Price per share multiplied by the total number of shares subject to such restricted stock unit, subject to applicable tax withholding.
Documents
Issuer
CTI GROUP HOLDINGS INC
CIK 0000355627
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000355627
Filing Metadata
- Form type
- 4
- Filed
- Dec 7, 7:00 PM ET
- Accepted
- Dec 8, 3:14 PM ET
- Size
- 13.1 KB