THOMAS PROPERTIES GROUP INC 4
4 · THOMAS PROPERTIES GROUP INC · Filed Jan 31, 2014
Insider Transaction Report
Form 4
Dickerman Ronald
10% Owner
Transactions
- Disposition from Tender
Common Stock, par value $0.01 per share
2013-12-19−10,452,877→ 0 total(indirect: See Footnotes)
Footnotes (4)
- [F1]Disposed of pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 4, 2013, by and among Parkway Properties, Inc. ("Parkway"), Parkway Properties, LP, PKY Masters LP, Thomas Properties Group, Inc. ("Thomas") and Thomas Properties Group, L.P., pursuant to which each common share of beneficial interest of Thomas was converted into .3822 shares of common stock of Parkway and cash payable in lieu of any fractional shares of common stock of Parkway.
- [F2]This statement is being filed by Ronald Dickerman ("Mr. Dickerman"), Madison International Holdings, LLC ("Holdings"), MIRELF IV US Investments AIV, LP ("US Investments AIV"), MIRELF IV US Investments II AIV, LP ("US Investment II AIV"), MIRELF IV TPGI, LLC ("MIRELF IV TPGI") and MIRELF IV TPGI II, LLC ("MIRELF IV TPGI II" and, together with Mr. Dickerman, Holdings, US Investments AIV, US Investments II AIV, and MIRELF IV TPGI, the "Reporting Persons").
- [F3]MIRELF IV TPGI beneficially owned directly 7,338,023 shares of common stock, par value $0.01 per share ("Common Stock"), of Thomas. US Investments AIV beneficially owned directly 1,482,921 shares of Common Stock and, as the managing member of MIRELF IV TPGI, beneficially owned indirectly 7,338,023 shares of Common Stock. MIRELF IV TPGI II beneficially owned directly 1,357,630 shares of Common Stock. US Investments II AIV beneficially owned directly 274,303 shares of Common Stock, and as the managing member of MIRELF IV TPGI II, beneficially owned indirectly 1,357,630 shares of Common Stock. Holdings, as general partner of US Investments AIV and US Investments II AIV, beneficially owned indirectly 10,452,877 shares of Common Stock. Mr. Dickerman, as managing member of Holdings, beneficially owned indirectly 10,452,877 shares of Common Stock.
- [F4]The Reporting Persons disclaim beneficial ownership of all shares of Common Stock in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for the purposes of Section 16 of the Securities Exchange Act of a934, as amended, or for any other purpose.