4//SEC Filing
AFRICA ISRAEL INVESTMENTS LTD 4
Accession 0001178913-11-001560
CIK 0001325955other
Filed
May 24, 8:00 PM ET
Accepted
May 25, 5:28 PM ET
Size
8.1 KB
Accession
0001178913-11-001560
Insider Transaction Report
Form 4
AFRICA ISRAEL INVESTMENTS LTD
10% Owner
Transactions
- Sale
Common Stock, par value $0.01 per share
2011-05-25$11.10/sh−270,384$3,001,262→ 1,636,940 total
Holdings
- 3,675,539
Option (Right to Buy)
Exercise: $0.00From: 2011-07-01Exp: 2011-07-01→ Common Stock, par value $0.01 per share (3,675,539 underlying)
Footnotes (4)
- [F1]The option described herein (the "Option") is exercisable by the Reporting Person for no additional cash consideration. The Option represents an option of the Reporting Person to acquire up to an additional 3,675,539 shares of the Issuer's common stock (the "Option Shares") from Alon Israel Oil Company, Ltd. ("Alon Israel").
- [F2]The primary consideration with respect to the Reporting Person's acquisition of the Option Shares was provided by Africa-Israel Trade & Agencies Ltd ("Africa-Israel Trade") under a share exchange transaction between Africa-Israel Trade and Alon Israel Oil Company, Ltd. ("Alon Israel") on September 17, 2009 (the "Share Exchange Transaction") (the rights related to which were immediately assigned by Africa-Israel Trade to the Reporting Person), pursuant to which Africa-Israel Trade surrendered shares of Alon Israel to Alon Israel in exchange for 2,579,774 shares of the Issuer's common stock (the "Shares") and the Option (and, by extension, the right to acquire the Option Shares). As additional consideration for the Shares, the Option and the Option Shares, the Reporting Person (as assignee of Africa-Israel Trade) furthermore agreed to be bound by the terms and conditions of the agreement pursuant to which the Share Exchange Transaction was consummated.
- [F3]Such date represents the date on which the Option will be deemed exercised mandatorily, without any action required on the part of the Reporting Person. The Option may not be exercised before such date.
- [F4]This number of shares reflects the maximum number of Option Shares issuable to the Reporting Person upon exercise of the Option. The actual number of Option Shares to be issued upon exercise will be determined under a formula that is appended to the agreement for the Share Exchange Transaction.
Documents
Issuer
Alon USA Energy, Inc.
CIK 0001325955
Entity typeother
Related Parties
1- filerCIK 0001320637
Filing Metadata
- Form type
- 4
- Filed
- May 24, 8:00 PM ET
- Accepted
- May 25, 5:28 PM ET
- Size
- 8.1 KB