4//SEC Filing
MEDIABAY INC 4
Accession 0001123292-03-000540
CIK 0001040973operating
Filed
Nov 17, 7:00 PM ET
Accepted
Nov 18, 4:39 PM ET
Size
9.6 KB
Accession
0001123292-03-000540
Insider Transaction Report
Form 4
MEDIABAY INCMBAY
HERRICK NORTON
Other
Transactions
- Disposition to Issuer
Common Stock
2003-11-14$0.94/sh−810,372$761,750→ 290,070 total - Disposition to Issuer
Common Stock Warrants (Right to Buy)
2003-11-14$712500.00/sh−1,875,000$1,335,937,500,000→ 0 total(indirect: By Huntingdon)Exercise: $0.56Exp: 2011-05-14→ Common Stock (1,875,000 underlying) - Disposition to Issuer
Common Stock
2003-11-14$0.94/sh−285,000$267,900→ 0 total(indirect: By M. Huddleston)
Footnotes (9)
- [F1]The Reporting Person entered into an agreement with the Issuer dated November 7, 2003 (the "Agreement") to pay amounts owed to the Issuer by the Reporting Person under Section 16(b) of the Securities Exchange Act of 1934 as a result of various transactions which are attributable to the Reporting Person occuring within less than six months of each other that involved the securities of the Issuer. Pursuant to the Agreement, the Reporting Person agreed to pay the Issuer the sum of $1,742,149, (the "Payment") by delivering to the Issuer for cancellation within ten (10) days of the date of the Agreement, shares of Common Stock of the Issuer and/or warrants to purchase shares of Common Stock of the Issuer with an aggregate value equal to the Payment.
- [F2](continuation of prior footnote) Under the Agreement, the value of each share of Common Stock delivered under the Agreement is equal to the last sale price of the Issuer's Common Stock on the trading day immediately prior to the date on which the shares of Common Stock are delivered to the Issuer (the "Market Price"). The value of any warrant delivered under this Agreement is equal to the Market Price of the underlying shares less the exercise price of the warrant. The Reporting Person delivered the shares of Common Stock and warrants to the Issuer pursuant to the Agreement on Monday, November 17, 2003, with the value of the securities based on the Market Price on November 14, 2003 of $.94 per share of Common Stock.
- [F3]On November 6, 2003 the Board of Directors of the Issuer approved the terms and execution of the Agreement, including the disposition of Common Stock and/or warrants to pay the Payment.
- [F4]As part of the Payment, the Reporting Person deposited 810,372 shares of Common Stock with the Issuer. Based on the Market Price, the aggregate value of these shares is $761,749.68.
- [F5]As part of the Payment, the Reporting Person deposited 285,000 shares of Common Stock with the Issuer. Based on the Market Price, the aggregate value of these shares is $267,900.
- [F6]M. Huddleston Enterprises, Inc. is a company wholly owned by the Reporting Person.
- [F7]Of the 1,875,000 warrants reported herein, 1,650,000 became exercisable May 14, 2001 and 225,000 became exercisable February 22, 2002.
- [F8]As part of the Payment, the Reporting Person deposited warrants to purchase 1,875,000 shares of Common Stock with the Issuer. Based on the Market Price ($.94) less the exercise price of the warrants ($.56), the aggregate value of these warrants is $712,500.
- [F9]Huntingdon Corporation is a company wholly owned by the Reporting Person.
Documents
Issuer
MEDIABAY INC
CIK 0001040973
Entity typeoperating
IncorporatedFL
Related Parties
1- filerCIK 0001040973
Filing Metadata
- Form type
- 4
- Filed
- Nov 17, 7:00 PM ET
- Accepted
- Nov 18, 4:39 PM ET
- Size
- 9.6 KB