4//SEC Filing
WIRELESS FACILITIES INC 4
Accession 0001181431-07-008762
$KTOSCIK 0001069258operating
Filed
Feb 5, 7:00 PM ET
Accepted
Feb 6, 1:18 PM ET
Size
7.3 KB
Accession
0001181431-07-008762
Insider Transaction Report
Form 4
TAYEBI MASSIH
10% Owner
Transactions
- Other
Forward Contract
2003-01-03$14.83/sh−500,000$7,415,000(indirect: By Trust)
Footnotes (2)
- [F1]On October 31, 2003, the Unity Trust, of which the reporting person and his spouse are joint and sole trustees and beneficiaries (the "Trust") entered into a Forward Purchase Contract (the "Contract") with an unrelated third party ("Buyer") relating to 313,000 shares of Common Stock (the "Contract Amount"). The Contract will be settled on November 3, 2006 (the "Settlement Date"). The Contract specifies a "Threshold Price" of $21.1701 per share and a "Floor Price" of $15.1215 per share. On the Settlement Date, the Trust, unless it has elected cash settlement as described in the following sentence, will deliver shares of Common Stock to Buyer as follows: (i) if the "Settlement Value" (a market-based price as determined under the terms of the Transaction) for such settlement date is less than or equal to the Floor Price, the Trust will deliver the Contract Amount (313,000 shares);(ii) if the Settlement Value is greater than the Floor Price (Conntinued to Footnote 2)
- [F2]but less than or equal to the Threshold Price, the Trust will deliver a number of shares equal to the Contract Amount less the product of the Contract Amount and a fraction whose numerator is the Floor Price and whose denominator is the Settlement Value; and (iii) if the Settlement Value is greater than the Threshold Price, the Trust will deliver a number of shares equal to the Contract Amount less the product of the Contract Amount and a fraction whose numerator is the Threshold Price minus the Floor Price and whose denominator is the Settlement Value. In lieu of delivering shares, the Trust may elect cash settlement. The Contract provides that if the Settlement Value is greater than the Floor Price, the Trust will pay a "physical settlement fee" of $0.06 times the number of shares delivered.Pursuant to the Contract, the Trust received $3,993,723.50 from the Buyer representing the purchase price of the shares subject to the Contract before expenses and fees.
Documents
Issuer
WIRELESS FACILITIES INC
CIK 0001069258
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001069258
Filing Metadata
- Form type
- 4
- Filed
- Feb 5, 7:00 PM ET
- Accepted
- Feb 6, 1:18 PM ET
- Size
- 7.3 KB