4//SEC Filing
Beasley William Allen 4
Accession 0001140361-10-050898
CIK 0001080131other
Filed
Dec 20, 7:00 PM ET
Accepted
Dec 21, 6:46 PM ET
Size
10.7 KB
Accession
0001140361-10-050898
Insider Transaction Report
Form 4
Beasley William Allen
Director
Transactions
- Disposition to Issuer
Class A Common Stock
2010-12-17$13.35/sh−56,988$760,790→ 0 total(indirect: See Footnote) - Disposition to Issuer
Class A Common Stock
2010-12-17$13.35/sh−2,741$36,592→ 0 total - Disposition to Issuer
Class A Common Stock
2010-12-17$13.35/sh−2,015,391$26,905,470→ 0 total(indirect: See Footnote)
Footnotes (5)
- [F1]Disposed of in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 17, 2010, by and among Internet Brands, Inc. (the "Company"), Micro Holding Corp., a Delaware corporation ("Parent"), and Micro Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub").
- [F2]At the effective time of the merger of Merger Sub with and into the Company (the "Merger"), each outstanding share of restricted stock was vested in full and converted into the right to receive $13.35 per share in cash, without interest and less any applicable withholding taxes. These shares of restricted stock were cancelled in exchange for a cash payment of $36,592.35.
- [F3]At the effective time of the Merger, each outstanding share of the Company's Class A Common Stock and Class B Common Stock was converted into the right to receive $13.35 in cash, without interest and less any applicable withholding taxes.
- [F4]These shares are held by Redpoint Omega, L.P. ("RO LP"). Redpoint Omega, LLC ("RO LLC") is the general partner of RO LP and may be deemed to own beneficially the shares held by RO LP. The Reporting Person is a Managing Director of RO LLC. As such, the Reporting Person shares voting and investment power over the shares held by RO LP and may be deemed to have indirect beneficial ownership of the shares held by RO LP. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his proportionate pecuniary interest therein.
- [F5]These shares are held by Redpoint Omega Associates, LLC ("ROA LLC") as nominee for its members. The Reporting Person is a Manager of ROA LLC. As such, the Reporting Person shares voting and investment power over the shares held by ROA LLC and may be deemed to have indirect beneficial ownership of the shares held by ROA LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his proportionate pecuniary interest therein.
Documents
Issuer
INTERNET BRANDS, INC.
CIK 0001080131
Entity typeother
Related Parties
1- filerCIK 0001437642
Filing Metadata
- Form type
- 4
- Filed
- Dec 20, 7:00 PM ET
- Accepted
- Dec 21, 6:46 PM ET
- Size
- 10.7 KB