4//SEC Filing
MARTIN BRADLEY 4
Accession 0000950142-23-000596
CIK 0001393066other
Filed
Mar 2, 7:00 PM ET
Accepted
Mar 3, 5:10 PM ET
Size
24.7 KB
Accession
0000950142-23-000596
Insider Transaction Report
Form 4
MARTIN BRADLEY
Director
Transactions
- Disposition to Issuer
Common Stock
2023-03-01−51,026→ 0 total - Disposition to Issuer
Deferred Stock Units
2023-03-01−412,452.11→ 0 total→ Common Stock (412,452.11 underlying) - Disposition to Issuer
Deferred Stock Units
2023-03-01−4,461→ 0 total→ Common Stock (4,461 underlying) - Disposition to Issuer
Deferred Stock Units
2023-03-01−23,734→ 0 total→ Common Stock (23,734 underlying) - Disposition to Issuer
Deferred Stock Units
2023-03-01−9,352→ 0 total→ Common Stock (9,352 underlying) - Disposition to Issuer
Deferred Stock Units
2023-03-01−11,291.69→ 0 total→ Common Stock (11,291.69 underlying) - Disposition to Issuer
Dividend Equivalent Units
2023-03-01−5,102→ 0 total→ Common Stock (5,102 underlying) - Disposition to Issuer
Dividend Equivalent Units
2023-03-01−8,972.92→ 0 total→ Common Stock (8,972.92 underlying) - Disposition to Issuer
Deferred Stock Units
2023-03-01−8,091→ 0 total→ Common Stock (8,091 underlying)
Footnotes (4)
- [F1]Disposed of for $20.50 (?Cash Consideration?) and one contractual contingent value right (?CVR?) per share pursuant to the terms of that certain Agreement and Plan of Merger, dated as of July 5, 2022, by and among, Resolute Forest Products Inc. (the ?Company?), Domtar Corporation, Terra Acquisition Sub Inc., Karta Halten B.V., Pearl Merger Sub Inc. and Paper Excellence B.V., (the "Merger Agreement"). A CVR entitles the reporting person to receive a pro rata portion of all amounts of refunds received, if any, by the Company or any of its subsidiaries or permitted assignees, in respect of approximately $500 million of deposits on estimated softwood lumber duties paid by the Company through June 30, 2022, including interest paid by any applicable government authority net of certain expenses and of applicable tax and withholding.
- [F2]Includes DSUs, each representing the right to receive one share of Company common stock. The DSUs credited to the reporting person's account were to be settled in Shares after the earliest of (i) death, (ii) disability or (iii) December 15 of the year following the year of the reporting person's termination of service to the Company. Pursuant to the terms of the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time (as defined in the Merger Agreement), whether vested or unvested, was cancelled and converted into the right to receive (a) a cash payment equal to the Cash Consideration and (b) one CVR.
- [F3]Each DSU represents the right to receive one share of Company common stock. The DSUs credited to the reporting person's account were to be settled after the earliest of (i) death, (ii) disability or (iii) December 15 of the year following the year of the reporting person's termination of service to the Company. Pursuant to the terms of the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time, whether vested or unvested (including any corresponding dividend equivalents), was cancelled and converted into the right to receive (a) a cash payment equal to the Cash Consideration and (b) one CVR.
- [F4]Each Dividend Equivalent Unit (?DEU?) represents an additional DSU resulting from adjustments pursuant to the Company?s incentive plans and were to be settled in cash after the earliest of (i) death, (ii) disability or (iii) December 15 of the year following the year of the reporting person's termination of service to the Company. Pursuant to the terms of the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time, whether vested or unvested (including any corresponding dividend equivalents), was cancelled and converted into the right to receive (a) a cash payment equal to the Cash Consideration and (b) one CVR.
Documents
Issuer
Resolute Forest Products Inc.
CIK 0001393066
Entity typeother
Related Parties
1- filerCIK 0001209743
Filing Metadata
- Form type
- 4
- Filed
- Mar 2, 7:00 PM ET
- Accepted
- Mar 3, 5:10 PM ET
- Size
- 24.7 KB