SSA GLOBAL TECHNOLOGIES, INC 4
4 · SSA GLOBAL TECHNOLOGIES, INC · Filed Aug 1, 2006
Insider Transaction Report
Form 4
FEINBERG STEPHEN
10% Owner
Transactions
- Other
Common Stock, par value $0.01 per share
2006-07-28$19.50/sh−43,154,836$841,519,302→ 0 total(indirect: By certain limited liability companies and investment funds)
Footnotes (2)
- [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. As a result of the consummation of the transactions contemplated by and set forth in the Merger Agreement, as of July 28, 2006, each share of common stock, par value $0.01 per share, of the Company beneficially owned by the Reporting Person for purposes of Reg. Section 240.13d-3 was converted into the right to receive $19.50 in cash.
- [F2]Accordingly, the 43,154,836 shares of common stock of the Company held by SSA Investor, LLC, SSA Warrant Holdings, LLC, Ableco, L.L.C., Cerberus Partners, L.P., Cerberus Institutional Partners, L.P. and Madeleine L.L.C. (collectively, the "Cerberus Entities") in the aggregate and beneficially owned by Mr. Feinberg for purposes of Reg. Section 240.13d-3, were converted into the right to receive $841,519,302 as of July 28, 2006. Mr. Feinberg, through one or more intermediate entities, possesses sole power to vote and direct the disposition of all securities of the Company previously held by the Cerberus Entities. Mr. Feinberg's interest in such securities and cash is limited to the extent of his pecuniary interest in the Cerberus Entities, if any.