EDUCATE INC 4
4 · EDUCATE INC · Filed Jun 18, 2007
Insider Transaction Report
Form 4
EDUCATE INCEEEE
HOEHN SARIC RULDOLF CHRISTOPHER
DirectorChairman and CEO
Transactions
- Award
Option to Purchase Common Stock
2007-06-14+3.57→ 3.57 totalExercise: $680525.00Exp: 2013-07-01→ Common Stock (3.57 underlying) - Disposition to Issuer
Option to Purchase Common Stock
2007-06-14−1,380,000→ 0 totalExercise: $3.71Exp: 2013-07-01→ Common Stock (1,380,000 underlying) - Disposition to Issuer
Common stock par value $0.01
2007-06-14−687,520→ 0 total
Footnotes (2)
- [F1]Disposed of in connection with the merger of Edge Acquisition Corporation with and into the issuer, with the issuer as the surviving corporation, pursuant to the Merger Agreement dated January 28, 2007 among Edge Acquisition, LLC, Edge Acquisition Corporation and the issuer. The shares listed above held by the reporting person were exchanged for an equity interest in the surviving corporation. In connection with the merger, the issuer's common stock was valued at $8.00 per share.
- [F2]This option was amended in the merger of Edge Acquisition Corporation with and into the issuer, with the issuer as the surviving corporation, pursuant to the merger agreement dated January 28, 2007 among Edge Acquisition LLC, Edge Acquisition Corporation and the issuer. The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The amended option is for 3.5664997 shares of common stock with an exercise price of $680,525.14 per share. All other terms of the option remain unchanged. The option was originally granted on July 1, 2003 and provides for vesting as to 1/36 of the options at the end of each full month after the date of grant.