Evans Hugh M 4
4 · AquaVenture Holdings Ltd · Filed Mar 30, 2020
Insider Transaction Report
Form 4
Evans Hugh M
Director
Transactions
- Disposition to Issuer
Ordinary Shares
2020-03-30$27.10/sh−53,148$1,440,311→ 0 total - Disposition to Issuer
Deferred Compensation - Phantom Share Units
2020-03-30−18,261.26→ 0 total→ Ordinary Shares (18,261.26 underlying) - Disposition to Issuer
Share Options
2020-03-30−7,560→ 0 totalExercise: $18.00→ Ordinary Shares (7,560 underlying)
Footnotes (3)
- [F1]Pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 23, 2019, among Culligan International Company, a Delaware corporation ("Parent"), Amberjack Merger Sub Limited, a business company incorporated under the laws of the British Virgin Islands and a subsidiary of Parent ("Merger Sub"), and the Issuer, Merger Sub merged with and into the Issuer on March 30, 2020, with the Issuer surviving as a wholly-owned subsidiary of Parent (the "Merger"). At the effective time of the Merger, each ordinary share outstanding, automatically and without any required action on the part of the Reporting Person, was converted into the right to receive $27.10 in cash, without interest.
- [F2]Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer on March 30, 2020, with the Issuer surviving as a wholly-owned subsidiary of Parent. At the effective time of the Merger, each share option outstanding, whether vested or unvested, automatically and without any required action on the part of the Reporting Person, was cancelled in exchange for the right to receive an amount in cash (without interest and subject to deduction for any applicable tax withholdings) equal to the excess, if any, of $27.10 over the per share exercise price of such share option.
- [F3]Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer on March 30, 2020, with the Issuer surviving as a wholly-owned subsidiary of Parent. At the effective time of the Merger, each phantom share unit outstanding, whether vested or unvested, automatically and without any required action on the part of the Reporting Person, became fully vested and was cancelled in exchange for a right to receive a cash payment in an amount equal to $27.10, without interest, for each ordinary share underlying the phantom share unit, less any required withholding taxes.