WEIDER ERIC 4
4 · SCHIFF NUTRITION INTERNATIONAL, INC. · Filed Dec 17, 2012
Insider Transaction Report
Form 4
WEIDER ERIC
Director10% Owner
Transactions
- Disposition from Tender
CLASS A COMMON STOCK
2012-12-15$42.00/sh−91,135$3,827,670→ 0 total - Disposition from Tender
CLASS B COMMON STOCK
2012-12-15$42.00/sh−7,486,574$314,436,108→ 0 total(indirect: By Weider Health and Fitness)
Footnotes (2)
- [F1]These shares of Class A common stock of the Issuer were tendered to Ascot Acquisition Corp. ("Purchaser") pursuant to Purchaser's offer (the "Offer") to purchase all of the outstanding shares of Class A common stock and Class B common stock of the Issuer at a cash purchase price of $42.00 per share, without interest and less any applicable withholding taxes, subject to the terms described in the Offer to Purchase filed with the Securities and Exchange Commission on November 27, 2012.
- [F2]These shares of Class B common stock of the Issuer were tendered to Purchaser pursuant to the Offer. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, these shares of Class B Common Stock converted into shares of Class A common stock on a one-for-one basis upon the Offer Acceptance Time (as defined in that certain Agreement and Plan of Merger by and among the Issuer, Reckitt Benckiser LLC, Purchaser, and Reckitt Benckiser Group plc, dated November 21, 2012).