4//SEC Filing
INTRATER ANDREW 4
Accession 0001144204-17-047276
CIK 0001335293other
Filed
Sep 7, 8:00 PM ET
Accepted
Sep 8, 4:11 PM ET
Size
23.1 KB
Accession
0001144204-17-047276
Insider Transaction Report
Form 4
INTRATER ANDREW
Director
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2017-09-08−7,500→ 0 totalExercise: $1.85From: 2013-07-09Exp: 2023-07-09→ Common Stock (7,500 underlying) - Disposition to Issuer
Stock Option (right to buy)
2017-09-08−7,500→ 0 totalExercise: $3.65From: 2010-02-04Exp: 2020-02-04→ Common Stock (7,500 underlying) - Disposition to Issuer
Series A Convertible Preferred Stock
2017-09-08−123,077→ 0 total(indirect: See Footnote)Exercise: $0.14From: 2013-11-19→ Common Stock (44,814,651 underlying) - Disposition to Issuer
Series B Convertible Preferred Stock
2017-09-08−505→ 0 total(indirect: See Footnote)From: 2014-07-30→ Common Stock (18,035,139 underlying) - Disposition to Issuer
Stock Option (right to buy)
2017-09-08−50,000→ 0 totalExercise: $0.09From: 2015-02-15Exp: 2024-11-21→ Common Stock (50,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2017-09-08−7,500→ 0 totalExercise: $4.50From: 2011-06-16Exp: 2021-06-16→ Common Stock (7,500 underlying) - Disposition to Issuer
Stock Option (right to buy)
2017-09-08−7,500→ 0 totalExercise: $2.50From: 2012-06-21Exp: 2022-06-21→ Common Stock (7,500 underlying) - Disposition to Issuer
Common Stock
2017-09-08−3,744,700→ 0 total(indirect: See Footnote)
Footnotes (9)
- [F1]The shares were cancelled in the merger (the "Merger") effected pursuant to the Agreement and Plan of Merger, dated as of August 8, 2017, among the Issuer, CPS Performance Materials Merger Sub Corp. and CPS Performance Materials Corp., in exchange for a cash payment of $0.213837 per share (the "Common Per Share Merger Consideration").
- [F2]These shares are held of record by Columbus Nova Investments IV Ltd. or its wholly-owned subsidiary Cova Small Cap Holdings, LLC ("Cova"). The Reporting Person is the chief executive officer of Cova and has the power to direct the voting and investment decisions of Cova. As a result, the Reporting Person may be deemed to have voting and investment power over the shares held by LP. The Reporting Person disclaims beneficial ownership of these shares for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that the Reporting Person is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- [F3]The shares do not have an expiration date.
- [F4]The shares of Series A Convertible Preferred Stock were cancelled in the Merger in exchange for a cash payment of $77.86 per share.
- [F5]These shares are held of record by US VC Partners, LP ("LP"). US VC Partners GP, LLC is the general partner of LP and the Reporting Person is the Special Managing Member and has the power to direct the voting and investment decisions of GP. As a result, the Reporting Person may be deemed to have voting and investment power over the shares held by LP. The Reporting Person disclaims beneficial ownership of these shares for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that the Reporting Person is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- [F6]Each share of Series B Convertible Preferred Stock is convertible into 35,713.147 shares of Common Stock.
- [F7]The shares of Series B Convertible Preferred Stock were cancelled in the Merger in exchange for a cash payment of $7,636.80 per share.
- [F8]This option was cancelled in the Merger in exchange for a cash payment of $6,192, representing the difference between the per share exercise price of the option and the Common Per Share Merger Consideration.
- [F9]This option was cancelled in the Merger without payment, as the per share exercise price of the option was greater than the Common Per Share Merger Consideration.
Documents
Issuer
Cyalume Technologies Holdings, Inc.
CIK 0001335293
Entity typeother
Related Parties
1- filerCIK 0001257292
Filing Metadata
- Form type
- 4
- Filed
- Sep 7, 8:00 PM ET
- Accepted
- Sep 8, 4:11 PM ET
- Size
- 23.1 KB