ELLIOTT ASSOCIATES, L.P. 4

4 · Roadrunner Transportation Systems, Inc. · Filed Feb 28, 2019

Form 4

Period: 2019-02-26

10% Owner

Transactions

Exercise of In-Money
Common Stock, par value $0.01 per share ("Common Stock")
2019-02-26$0.50/sh+38,818,886$19,409,443→ 40,496,601 total
Purchase
Common Stock
2019-02-26$0.50/sh+231,143,609$115,571,805→ 271,640,210 total
Other
Series B Cumulative Redeemable Preferred Stock
2019-02-26−49,600→ 0 total
Other
Series C Cumulative Redeemable Preferred Stock
2019-02-26−17,600→ 0 total
Other
Series D Cumulative Redeemable Preferred Stock
2019-02-26−32→ 0 total
Other
Series E Cumulative Redeemable Preferred Stock
2019-02-26−12,000→ 0 total
Other
Series E-1 Cumulative Redeemable Preferred Stock
2019-02-26−11,433→ 0 total
Exercise of In-Money
Subscription Rights (right to buy)
2019-02-26−1,677,715→ 0 total
Exercise: $0.50From: 2019-02-01Exp: 2019-02-19→ Common Stock (38,818,886 underlying)

Footnotes (5)

[F1]This Form 4 is filed by Elliott Associates, L.P. (the "Reporting Person"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
[F2]Represents the exercise of subscription rights in the Issuer's rights offering, as described in the Issuer's Prospectus dated February 1, 2019 (the "Rights Offering") by the Reporting Person, with each right entitling the Reporting Person to purchase 23.1379497159 shares of Common Stock.
[F3]Represents shares of Common Stock acquired by the Reporting Person pursuant to its backstop commitment in accordance with the Standby Purchase Agreement, dated as of November 8, 2018 (the "Standby Purchase Agreement"), filed as Exhibit 10.48 to the Issuer's Current Report on Form 8-K filed with the Securities and exchange Commission on November 9, 2018.
[F4]Represents shares of the Issuer's preferred stock that were redeemed by the Issuer at a price equal to their liquidation value plus all redemption premiums, in accordance with the Standby Purchase Agreement.
[F5]Represents subscription rights acquired by the Reporting Person in connection with the Rights Offering.

Documents

1 file