4//SEC Filing
AXIALL CORP/DE/ 4
Accession 0000899243-16-028399
CIK 0000805264operating
Filed
Sep 1, 8:00 PM ET
Accepted
Sep 2, 8:33 AM ET
Size
8.8 KB
Accession
0000899243-16-028399
Insider Transaction Report
Form 4
AXIALL CORP/DE/AXLL
THOMPSON GREGORY C
Chief Finanical Officer
Transactions
- Disposition to Issuer
AXLL Common Stock
2016-08-31−329,460→ 0 total - Disposition to Issuer
AXLL Common Stock
2016-08-31−874→ 0 total(indirect: By 401(k))
Footnotes (4)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger dated as of June 10, 2016 (the "Merger Agreement") among the Issuer, Westlake Chemical Corporation ("Westlake") and Lagoon Merger Sub, Inc., a wholly owned subsidiary of Westlake ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as as a wholly-owned subsidiary of Westlake.
- [F2]Pursuant to the Merger Agreement, at the effective time of the Merger, each share of Issuer common stock was canceled and converted into the right to receive $33.00 in cash (the "Merger Consideration"). The disposition was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
- [F3]Includes (i) 146,915 shares underlying restricted share unit awards with respect to Issuer common stock which, pursuant to the Merger Agreement, at the effective time of the Merger, was assumed by Westlake and converted into restricted share unit awards with respect to Westlake common stock (which are intended to be settled in cash to the extent permitted by the terms of the applicable award agreement for the restricted share unit awards with respect to Issuer common stock),
- [F4](Continued from footnote 3) with the total number of shares of Westlake common stock underlying each such restricted share unit award determined by multiplying the number of shares underlying restricted share unit awards with respect to Issuer common stock immediately prior to the effective time of the Merger by an exchange ratio set forth in the Merger Agreement and rounded to the nearest whole share and (ii) 9,125 shares underlying stock options which were converted into the right to receive a cash payment equal to the Merger Consideration minus the exercise prices of such options.
Documents
Issuer
AXIALL CORP/DE/
CIK 0000805264
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000805264
Filing Metadata
- Form type
- 4
- Filed
- Sep 1, 8:00 PM ET
- Accepted
- Sep 2, 8:33 AM ET
- Size
- 8.8 KB