4//SEC Filing
BILLINGS TIMOTHY 4
Accession 0001104659-03-023633
CIK 0000893816other
Filed
Oct 22, 8:00 PM ET
Accepted
Oct 23, 6:33 PM ET
Size
9.9 KB
Accession
0001104659-03-023633
Insider Transaction Report
Form 4
INFOCROSSING INCIFOX
BILLINGS TIMOTHY
Other
Transactions
- Other
Series A Convertible Preferred Stock
2003-10-21−78,688.5→ 0 total(indirect: See footnote)Exp: 2007-05-10→ Common Stock (1,143,304 underlying) - Other
Common Stock Purchase Warrants
2003-10-21−1,265,963→ 0 total(indirect: See footnote)Exp: 2007-05-10→ Common Stock (1,405,612 underlying)
Holdings
- 1(indirect: See footnote)
Option to Buy Common Stock
Exercise: $25.00Exp: 2007-05-10→ Common Stock (375,000 underlying)
Footnotes (4)
- [F1]On October 21, 2003, pursuant to an Exchange Agreement among MidOcean Capital Investors, L.P. (formerly, DB Capital Investors, L.P.) ("MCIL"), the Issuer and various other parties, MCIL exchanged its shares of Series A Convertible Preferred Sock and Common Stock Purchase Warrants for $12,520,875 in aggregate principal amont of loans, evidenced by promissory notes of the Issuer, under a Term Loan Agreement with the Issuer, as Borrower, and $27,545,925 in cash.
- [F2]On October 21, 2003, Mr. Billings resigned as a director of the Issuer. Mr. Billings is a Vice-President of MidOcean US Advisor, LLC, an affiliate of MCIL, and may have been deemed the beneficial owner of the reported securities (the "Shares") because of the relationship to MCIL which is the direct owner of the Shares.
- [F3]Pursuant to an Option Agreement dated as of May 10, 2000, between Zach Lonstein, Chairman of the board of directors and Chief Executive Officer of the Issuer, and MCIL, MCIL has an irrevocable option to purchase up to 375,000 shares of the Common Stock held by him at $25.00 per share. This option to purchase Common Stock represents the sole interest of the Reporting Person in the Common Stock of the Issuer after the transactions on October 21, 2003. Mr. Billings disclaims beneficial ownership except to the extent of his pecuniary interest therein.
- [F4]Exercisable immediately
Documents
Issuer
INFOCROSSING INC
CIK 0000893816
Entity typeother
Related Parties
1- filerCIK 0001267965
Filing Metadata
- Form type
- 4
- Filed
- Oct 22, 8:00 PM ET
- Accepted
- Oct 23, 6:33 PM ET
- Size
- 9.9 KB