4//SEC Filing
Virgin America Inc. 4
Accession 0000950142-14-002251
CIK 0001614436operating
Filed
Nov 16, 7:00 PM ET
Accepted
Nov 17, 9:05 PM ET
Size
77.9 KB
Accession
0000950142-14-002251
Insider Transaction Report
Form 4
VX Holdings, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Class B Common Stock
2014-11-13−424,221→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class C-4 Warrants (right to buy)
2014-11-13−63,682→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (63,472 underlying) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−4,312→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (4,297 underlying) - Disposition to Issuer
Class C-5 Warrants (right to buy)
2014-11-13−7,948,140→ 0 total(indirect: See Footnotes)Exercise: $37.74Exp: 2040-01-11→ Common Stock (0 underlying) - Disposition to Issuer
Class B Common Stock
2014-11-13−6,292→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class C-2 Warrants (right to buy)
2014-11-13−178,311→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (177,725 underlying) - Award
Common Stock
2014-11-13+10,518,039→ 10,518,039 total(indirect: See Footnotes) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−3,080→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (3,069 underlying) - Disposition to Issuer
Class C-14B Warrants (right to buy)
2014-11-13−18,667,006→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (3,350,047 underlying) - Award
Common Stock
2014-11-13+430,513→ 430,513 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+4,927,509→ 4,927,509 total(indirect: See Footnotes) - Disposition to Issuer
Class C-14A Warrants (right to buy)
2014-11-13−1,926,021→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (345,650 underlying) - Disposition to Issuer
Class C-14C Warrants (right to buy)
2014-11-13−986,487→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2043-05-10→ Common Stock (983,249 underlying)
Virgin Group Holdings LTD
Director10% Owner
Transactions
- Award
Common Stock
2014-11-13+430,513→ 430,513 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+4,927,509→ 4,927,509 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+10,518,039→ 10,518,039 total(indirect: See Footnotes) - Disposition to Issuer
Class B Common Stock
2014-11-13−424,221→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class C-4 Warrants (right to buy)
2014-11-13−63,682→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (63,472 underlying) - Disposition to Issuer
Class C-14B Warrants (right to buy)
2014-11-13−18,667,006→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (3,350,047 underlying) - Disposition to Issuer
Class B Common Stock
2014-11-13−6,292→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−4,312→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (4,297 underlying) - Disposition to Issuer
Class C-2 Warrants (right to buy)
2014-11-13−178,311→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (177,725 underlying) - Disposition to Issuer
Class C-5 Warrants (right to buy)
2014-11-13−7,948,140→ 0 total(indirect: See Footnotes)Exercise: $37.74Exp: 2040-01-11→ Common Stock (0 underlying) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−3,080→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (3,069 underlying) - Disposition to Issuer
Class C-14A Warrants (right to buy)
2014-11-13−1,926,021→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (345,650 underlying) - Disposition to Issuer
Class C-14C Warrants (right to buy)
2014-11-13−986,487→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2043-05-10→ Common Stock (983,249 underlying)
RBC TRUSTEES (C.I.) LTD
Director10% Owner
Transactions
- Award
Common Stock
2014-11-13+430,513→ 430,513 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+4,927,509→ 4,927,509 total(indirect: See Footnotes) - Disposition to Issuer
Class C-14A Warrants (right to buy)
2014-11-13−1,926,021→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (345,650 underlying) - Disposition to Issuer
Class C-14C Warrants (right to buy)
2014-11-13−986,487→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2043-05-10→ Common Stock (983,249 underlying) - Disposition to Issuer
Class B Common Stock
2014-11-13−424,221→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class C-2 Warrants (right to buy)
2014-11-13−178,311→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (177,725 underlying) - Disposition to Issuer
Class C-5 Warrants (right to buy)
2014-11-13−7,948,140→ 0 total(indirect: See Footnotes)Exercise: $37.74Exp: 2040-01-11→ Common Stock (0 underlying) - Award
Common Stock
2014-11-13+10,518,039→ 10,518,039 total(indirect: See Footnotes) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−4,312→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (4,297 underlying) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−3,080→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (3,069 underlying) - Disposition to Issuer
Class C-4 Warrants (right to buy)
2014-11-13−63,682→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (63,472 underlying) - Disposition to Issuer
Class C-14B Warrants (right to buy)
2014-11-13−18,667,006→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (3,350,047 underlying) - Disposition to Issuer
Class B Common Stock
2014-11-13−6,292→ 0 total(indirect: See Footnotes)
Deutsche Bank Trustee Services (Guernsey) LTD
Director10% Owner
Transactions
- Award
Common Stock
2014-11-13+430,513→ 430,513 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+4,927,509→ 4,927,509 total(indirect: See Footnotes) - Disposition to Issuer
Class C-2 Warrants (right to buy)
2014-11-13−178,311→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (177,725 underlying) - Disposition to Issuer
Class B Common Stock
2014-11-13−424,221→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class B Common Stock
2014-11-13−6,292→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−4,312→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (4,297 underlying) - Disposition to Issuer
Class C-4 Warrants (right to buy)
2014-11-13−63,682→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (63,472 underlying) - Disposition to Issuer
Class C-14B Warrants (right to buy)
2014-11-13−18,667,006→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (3,350,047 underlying) - Award
Common Stock
2014-11-13+10,518,039→ 10,518,039 total(indirect: See Footnotes) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−3,080→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (3,069 underlying) - Disposition to Issuer
Class C-14A Warrants (right to buy)
2014-11-13−1,926,021→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (345,650 underlying) - Disposition to Issuer
Class C-14C Warrants (right to buy)
2014-11-13−986,487→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2043-05-10→ Common Stock (983,249 underlying) - Disposition to Issuer
Class C-5 Warrants (right to buy)
2014-11-13−7,948,140→ 0 total(indirect: See Footnotes)Exercise: $37.74Exp: 2040-01-11→ Common Stock (0 underlying)
Corvina Holdings LTD
Director10% Owner
Transactions
- Award
Common Stock
2014-11-13+430,513→ 430,513 total(indirect: See Footnotes) - Disposition to Issuer
Class B Common Stock
2014-11-13−424,221→ 0 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+4,927,509→ 4,927,509 total(indirect: See Footnotes) - Disposition to Issuer
Class B Common Stock
2014-11-13−6,292→ 0 total(indirect: See Footnotes) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−3,080→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (3,069 underlying) - Disposition to Issuer
Class C-4 Warrants (right to buy)
2014-11-13−63,682→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (63,472 underlying) - Disposition to Issuer
Class C-5 Warrants (right to buy)
2014-11-13−7,948,140→ 0 total(indirect: See Footnotes)Exercise: $37.74Exp: 2040-01-11→ Common Stock (0 underlying) - Award
Common Stock
2014-11-13+10,518,039→ 10,518,039 total(indirect: See Footnotes) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−4,312→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (4,297 underlying) - Disposition to Issuer
Class C-2 Warrants (right to buy)
2014-11-13−178,311→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (177,725 underlying) - Disposition to Issuer
Class C-14A Warrants (right to buy)
2014-11-13−1,926,021→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (345,650 underlying) - Disposition to Issuer
Class C-14C Warrants (right to buy)
2014-11-13−986,487→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2043-05-10→ Common Stock (983,249 underlying) - Disposition to Issuer
Class C-14B Warrants (right to buy)
2014-11-13−18,667,006→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (3,350,047 underlying)
Branson Sir Richard
Director10% Owner
Transactions
- Disposition to Issuer
Class C-5 Warrants (right to buy)
2014-11-13−7,948,140→ 0 total(indirect: See Footnotes)Exercise: $37.74Exp: 2040-01-11→ Common Stock (0 underlying) - Award
Common Stock
2014-11-13+10,518,039→ 10,518,039 total(indirect: See Footnotes) - Disposition to Issuer
Class B Common Stock
2014-11-13−424,221→ 0 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+430,513→ 430,513 total(indirect: See Footnotes) - Disposition to Issuer
Class C-2 Warrants (right to buy)
2014-11-13−178,311→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (177,725 underlying) - Disposition to Issuer
Class C-14B Warrants (right to buy)
2014-11-13−18,667,006→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (3,350,047 underlying) - Disposition to Issuer
Class C-4 Warrants (right to buy)
2014-11-13−63,682→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (63,472 underlying) - Disposition to Issuer
Class C-14A Warrants (right to buy)
2014-11-13−1,926,021→ 0 total(indirect: See Footnotes)Exercise: $18.87Exp: 2043-05-10→ Common Stock (345,650 underlying) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−4,312→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-05-31→ Common Stock (4,297 underlying) - Disposition to Issuer
Class A Warrants (right to buy)
2014-11-13−3,080→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2037-07-31→ Common Stock (3,069 underlying) - Disposition to Issuer
Class C-14C Warrants (right to buy)
2014-11-13−986,487→ 0 total(indirect: See Footnotes)Exercise: $0.08Exp: 2043-05-10→ Common Stock (983,249 underlying) - Disposition to Issuer
Class B Common Stock
2014-11-13−6,292→ 0 total(indirect: See Footnotes) - Award
Common Stock
2014-11-13+4,927,509→ 4,927,509 total(indirect: See Footnotes)
Footnotes (9)
- [F1]Pursuant to a Recapitalization Agreement, dated November 13, 2014, by and among VX Holdings, L.P., ("VX Holdings") Virgin America, Inc. and the other parties party thereto (the "Recapitalization Agreement"), the shares of Class B Common Stock of the Issuer and the shares of Class G Common Stock of the Issuer were automatically converted into the Common Stock of the Issuer.
- [F2]This Form 4 is being filed by VX Holdings for the Common Stock directly held by VX Holdings that may be deemed to be beneficially owned by the Reporting Persons (as defined below). This Form 4 is also being filed by each of (i) Corvina Holdings Limited ("Corvina") as the sole general partner of VX Holdings; (ii) Virgin Group Holdings Limited ("Virgin Group Holdings") as the sole stockholder of Corvina; (iii) Sir Richard Branson, as a stockholder of Virgin Group Holdings; (iv) RBC Trustee (C.I.) Limited ("RBC Trustee"), as a stockholder of Virgin Group Holdings, solely in its capacity as trustee on behalf of The Aquarius Trust, The Aries Trust, The Capricorn Trust and The Pisces Trust; and (cont'd in FN 3)
- [F3](cont'd from FN 2) (v) Deutsche Bank Trustee Services (Guernsey) Limited ("DB Trustee" and, together with VX Holdings, Corvina, Virgin Group Holdings, Sir Richard Branson and RBC Trustee, the "Reporting Persons") as a stockholder of Virgin Group Holdings, solely in its capacity as trustee on behalf of The Virgo Trust, The Libra Trust, The Leo Trust and The Gemini Trust.
- [F4]None of Corvina, Virgin Group Holdings, Sir Richard Branson, RBC Trustee and DB Trustee directly owns any Common Stock and each disclaims beneficial ownership of the Common Stock reported herein except to the extent of their respective pecuniary interest therein. The filing of this Form 4 shall not be construed as an admission that any of Corvina, Virgin Group Holdings, Sir Richard Branson, RBC Trustee or DB Trustee is the beneficial owner of any Common Stock covered by this Form 4.
- [F5]Pursuant to the Recapitalization Agreement, certain notes of the Issuer described in the Recapitalization Agreement were exchanged for the Common Stock of the Issuer.
- [F6]Pursuant to the Recapitalization Agreement, the Class A Warrants, the Class C-2 Warrants, the Class C-4 Warrants, the Class C-14A Warrants, the Clas C-14B Warrants and the Class C-14C Warrants of the Issuer were automatically converted into shares of Common Stock of the Issuer.
- [F7]The warrants are exercisable subject to certain limitations set forth in the respective warrant agreements.
- [F8]Pursuant to the Recapitalization Agreement, the Class C-5 Warrants of the Issuer were cancelled in full.
- [F9]In the aggregate, 6,852,638 shares of the Common Stock of the Issuer beneficially owned by VX Holdings and its affiliates are shares of non-voting common stock.
Issuer
Virgin America Inc.
CIK 0001614436
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001614436
Filing Metadata
- Form type
- 4
- Filed
- Nov 16, 7:00 PM ET
- Accepted
- Nov 17, 9:05 PM ET
- Size
- 77.9 KB