Starz Acquisition LLC 4
4 · Starz Acquisition LLC · Filed Dec 12, 2016
Insider Transaction Report
Form 4
MALONE JOHN C
DirectorChairman of the Board10% Owner
Transactions
- Disposition from Tender
Series B Common Stock
2016-12-08−230,564→ 0 total(indirect: By Spouse) - Disposition from Tender
Series A Common Stock
2016-12-08−101,778→ 0 total(indirect: By Spouse) - Disposition from Tender
Series B Common Stock
2016-12-08−5,832,020→ 0 total
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of June 30, 2016 (as amended, the "Merger Agreement"), by and among Starz, Lions Gate Entertainment Corp. ("Lions Gate"), and Orion Arm Acquisition Inc. ("Merger Sub"), an indirect wholly owned subsidiary of Lions Gate, on December 8, 2016, Merger Sub was merged with and into Starz, with Starz continuing as the surviving corporation and a wholly owned subsidiary of Lions Gate (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger, each share of Starz Series A common stock was converted into the right to receive $18.00 in cash and 0.6784 of a Class B non-voting share of Lions Gate ("Lions Gate non-voting stock") and each share of Starz Series B common stock was converted into the right to receive $7.26 in cash and 0.6321 of a Class A voting share of Lions Gate and 0.6321 of a share of Lions Gate non-voting stock.
- [F2]The reporting person disclaims beneficial ownership of these shares owned by his spouse.
- [F3]Each share of Series B Common Stock is convertible, at the holder's election, into one share of Series A Common Stock, at any time for no consideration other than the surrender of the share of Series B Common Stock for each share of Series A Common Stock.