4//SEC Filing
JORGENSEN EARLE M CO /DE/ 4
Accession 0001181431-05-023247
CIK 0000054003operating
Filed
Apr 21, 8:00 PM ET
Accepted
Apr 22, 7:44 PM ET
Size
9.5 KB
Accession
0001181431-05-023247
Insider Transaction Report
Form 4
Nelson Maurice S JR
DirectorPresident, CEO and COO
Transactions
- Other
Stock Option (right to buy)
2005-04-20−1,693,538→ 1,693,538 totalExercise: $3.07From: 2005-04-20Exp: 2009-01-29→ Common Stock (1,693,538 underlying) - Other
Common Stock
2005-04-20+4,172→ 4,172 total(indirect: By Stock Bonus Plan)
Holdings
- 100
Common Stock
Footnotes (2)
- [F1]Prior to the transaction reported on this form, Mr. Nelson owned (i) 3,992 shares of the common stock of Earle M. Jorgensen Holding Company, Inc. (the "Holding Common Stock"), 2 shares of Holding's series B preferred stock ("Holding Series B Preferred Stock"), and 1 share of Holding's 13% Cumulative Preferred Stock ("Holding Series A Preferred Stock") allocated to Mr. Nelson's stock bonus plan account, and (ii) fully vested options exercisable for 1,693,538 shares of the Holding Common Stock. Pursuant to a merger and financial restructuring that is exempt under Rule 16b-7, among other things, (a) each share of Holding Series A Preferred Stock was exchanged for $403.75 in cash and 41.29 shares of the Issuer's common stock, without giving effect to the holdback of shares in respect of the underwriters' over-allotment option, (continued in footnote 2)
- [F2](b) each share of Holding Series B Preferred Stock was exchanged for $494.38 in cash and 50.56 shares of the Issuer's common stock, without giving effect to the holdback of shares in respect of the underwriters' over-allotment option, and (c) each stock option that had been exercisable for shares of Holding Common Stock became exercisable for an equal number of shares of the Issuer's common stock at the same exercise prices and on the same terms and conditions as provided in the Holding stock option agreements and stock option plan.
Documents
Issuer
JORGENSEN EARLE M CO /DE/
CIK 0000054003
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000054003
Filing Metadata
- Form type
- 4
- Filed
- Apr 21, 8:00 PM ET
- Accepted
- Apr 22, 7:44 PM ET
- Size
- 9.5 KB