4//SEC Filing
SVAR MM LLC 4
Accession 0000950103-03-002269
CIK 0000714278other
Filed
Nov 30, 7:00 PM ET
Accepted
Dec 1, 3:58 PM ET
Size
23.3 KB
Accession
0000950103-03-002269
Insider Transaction Report
Form 4
GINGKO ACQUISITION CORP
10% Owner
Transactions
- Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total - Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total
GINGKO CORP
10% Owner
Transactions
- Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total - Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total
TENNENBAUM CAPITAL PARTNERS LLC
10% Owner
Transactions
- Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total - Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total
SVAR MM LLC
10% Owner
Transactions
- Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total - Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total
SVIM MSM II LLC
10% Owner
Transactions
- Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total - Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total
SYMPHONY TECHNOLOGY II A LP
10% Owner
Transactions
- Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total - Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total
TENNENBAUM MICHAEL E
10% Owner
Transactions
- Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total - Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total
WADHWANI ROMESH
10% Owner
Transactions
- Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total - Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total
TENNENBAUM & CO LLC
10% Owner
Transactions
- Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total - Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total
SYMPHONY TECHNOLOGY II GP LLC
10% Owner
Transactions
- Purchase
Common Stock
2003-11-26$3.30/sh+752,048$2,481,758→ 27,212,013 total - Purchase
Common Stock
2003-11-28$3.30/sh+68,648$226,538→ 27,280,661 total
Footnotes (4)
- [F1]Pursuant to an Offer to Purchase, dated September 8, 2003 (the "Offer to Purchase"), as amended by Gingko Acquisition Corp. ("Acquisition Corp."), a wholly owned subsidiary of Gingko Corporation ("Gingko") and a company formed by Symphony Technology II-A, L.P. ("Symphony"), Symphony Technology II GP, LLC ("Symphony GP"), Romesh Wadhwani and affiliates of Tennenbaum & Co., LLC ("TCO"), Acquisition Corp. commenced a tender offer for all outstanding shares of common stock (the "Common Stock") of Information Resources, Inc. (the "Company"),
- [F2](continued from footnote 1)... and the associated preferred share purchase rights (the "Rights", and together with the Common Stock, the "Shares") issued pursuant to the Rights Agreement, as amended and restated as of October 27, 1997, and as further amended as of June 29, 2003 and September 7, 2003, between the Company and Harris Trust and Savings Bank as Rights Agent (the "Rights Agreement"), for $3.30 per Share, net to the seller in cash, plus one contingent value right certificate ("CVR Certificate") per Share representing the right to receive an amount equal to a portion of potential lawsuit proceeds, if any, of an antitrust lawsuit, upon the terms and subject to the conditions set forth in the Offer to Purchase and in the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the "Offer").
- [F3]The reported securities are owned directly by Acquisition Corp., and indirectly by Gingko as the sole shareholder of Acquisition Corp. Special Value Absolute Return Fund, LLC ("SVAR") is the record owner of 39.6% of Gingko. Special Value Bond Fund II, LLC ("Fund II") is the record owner of 21.9% of Gingko, a separate account managed by Tennenbaum Capital Partners, LLC ("TCP") is the record owner of 0.4% of Gingko and Symphony owns 38.1% of Gingko. By reason of (i) the position of TCP as investment advisor to SVAR, Fund II, and the separate account managed by TCP, (ii) the position of TCO as managing member of TCP, (iii) the position of Michael E. Tennenbaum as managing member of TCO, (iv) the position of SVIM/MSM II, LLC as managing member of Fund II and (v) SVAR/MM, LLC's position as managing member of SVAR, each of TCP, TCO, Mr. Tennenbaum, SVIM/MSM II, LLC and SVAR/MM, LLC
- [F4](continued from footnote 3)... may be deemed to share the powers of voting and disposition of 27,280,661 shares of the common stock securities described herein. Symphony's sole general partner is Symphony GP. Symphony GP makes all of the investment decisions on behalf of Symphony. Dr. Romesh Wadhwani is the Managing Director of Symphony GP and either has sole authority and discretion to manage and conduct the affairs of Symphony GP or has veto power over the management and conduct of Symphony GP. By reason of these relationships, Dr. Wadhwani may be deemed to share the powers of voting and disposition of 27,280,661 shares of the common stock securities described herein. Each of the reporting persons described above disclaim beneficial ownership of the reported securities, except to the extent of their pecuniary interest therein.
Documents
Issuer
INFORMATION RESOURCES INC
CIK 0000714278
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001249179
Filing Metadata
- Form type
- 4
- Filed
- Nov 30, 7:00 PM ET
- Accepted
- Dec 1, 3:58 PM ET
- Size
- 23.3 KB