SSA GLOBAL TECHNOLOGIES, INC 4
4 · SSA GLOBAL TECHNOLOGIES, INC · Filed Aug 1, 2006
Insider Transaction Report
Form 4
CHAPMAN JAMES N
Director
Transactions
- Other
Equity Incentive Plan Options
2006-07-28−36,250→ 0 totalExercise: $11.00Exp: 2015-05-26→ Common Stock (36,250 underlying)
Footnotes (3)
- [F1]Pursuant to the terms of that certain Merger Agreement, dated as of May 14, 2006 (the "Merger Agreement"), by and among Magellan Holdings, Inc., a Georgia corporation ("Parent"), Globetrot Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent ("Merger Subsidiary"), and SSA Global Technologies, Inc. (the "Company"), on July 28, 2006, Merger Subsidiary merged with and into the Company (the "Merger"), and the Company survived the Merger as a wholly-owned subsidiary of Parent.
- [F2]As a result of the consummation of the transactions contemplated by and set forth in the Merger Agreement, as of July 28, 2006, any outstanding options of the Reporting Person that have not been previously forfeited were accelerated and the Reporting Person will receive in consideration for the cancellation of the stock option an amount (net of applicable withholding taxes) equal to (i) the excess, if any, of (a) $19.50, less (b) the exercise price per share of such option, multiplied by (ii) the total number of shares of common stock subject to such option, without any interest thereon. Accordingly, the Reporting Person will receive $308,125 net of applicable withholding taxes.
- [F3]The options became exercisable in 48 equal installments on the last day of each calendar month starting on June 30, 2005.