4//SEC Filing
Privratsky Kenneth L 4
Accession 0001181431-07-021181
CIK 0001302707other
Filed
Mar 22, 8:00 PM ET
Accepted
Mar 23, 8:09 PM ET
Size
9.6 KB
Accession
0001181431-07-021181
Insider Transaction Report
Form 4
Privratsky Kenneth L
VP & General Manager, Alaska
Transactions
- Other
Contract
2007-03-21+1→ 1 total→ Common Stock (35,000 underlying)
Footnotes (5)
- [F1]On March 21, 2007 (the "Trade Date"), the Reporting Person entered into a prepaid variable share forward contract (the "PVF Contract") with an unrelated third party (the "Buyer") relating to 35,000 shares of common stock, par value $0.01 ("Common Stock"), of the Issuer. Under the PVF Contract, the Reporting Person has agreed to sell the shares in accordance with Footnotes 3, 4 and 5 below. The transaction under the PVF Contract will be settled in a single tranche on March 26, 2009 (the "Settlement Date").
- [F2]Within three business days of the Trade Date, the Reporting Person will receive a prepayment from the Buyer equal to the product of (x) 35,000 and (y) 83.30% of the average price per share of Common Stock (the "Execution Price") at which the Buyer executes one or more hedging transactions in connection with the transaction under the PVF Contract.
- [F3]On the Settlement Date, the Reporting Person, unless he has elected cash settlement as described in the following sentence, will deliver a number of shares of Common Stock. In lieu of delivering shares on the Settlement Date, the Reporting Person may elect cash settlement. The number of shares to be delivered on the Settlement Date is determined as outlined in Footnote 4 below. As collateral for the Reporting Person's performance obligations under the PVF Contract, the Reporting Person has pledged 35,000 shares of Common Stock to the Buyer.
- [F4]If the "Final Price" on the Settlement Date (a market-based price as determined under the terms of the PVF Contract) is less than or equal to the Floor Price, the Reporting Person shall deliver 35,000 shares of Common Stock; if the Final Price on the Settlement Date is greater than the Floor Price but less than the Cap Price, the Reporting Person shall deliver that number of shares of Common Stock equal to (x) 35,000 multiplied by (y) the Floor Price, divided by (z) the Final Price on the Settlement Date, and, if the Final Price on the Settlement Date is greater than or equal to the Cap Price, the Reporting Person shall deliver that number of shares of Common Stock equal to (x) 35,000, multiplied by (y) a fraction (i) the numerator of which is the Final Price on the Settlement Date minus the Cap Price plus the Floor Price, and (ii) the denominator of which is the Final Price on the Settlement Date.
- [F5]This transaction has a Floor Price equal to the Execution Price and a Cap Price equal to 125% of the Floor Price.
Issuer
Horizon Lines, Inc.
CIK 0001302707
Entity typeother
Related Parties
1- filerCIK 0001339258
Filing Metadata
- Form type
- 4
- Filed
- Mar 22, 8:00 PM ET
- Accepted
- Mar 23, 8:09 PM ET
- Size
- 9.6 KB