4//SEC Filing
Answers CORP 4
Accession 0001188112-11-001102
CIK 0001283073operating
Filed
Apr 17, 8:00 PM ET
Accepted
Apr 18, 4:45 PM ET
Size
25.1 KB
Accession
0001188112-11-001102
Insider Transaction Report
Form 4
Answers CORPANSW
Redpoint Omega L P
10% Owner
Transactions
- Disposition to Issuer
Series B Common Stock Purchase Warrants (right to buy)
2011-04-14−17,500→ 0 total(indirect: By LLC)Exercise: $6.05Exp: 2015-06-10→ Common Stock (17,500 underlying) - Sale
Series A Convertible Preferred Stock
2011-04-14−1,650→ 0 total(indirect: By LLC)Exercise: $4.50→ Common Stock (37,398 underlying) - Sale
Series B Convertible Preferred Stock
2011-04-14−1,925→ 0 total(indirect: By LLC)Exercise: $5.50→ Common Stock (35,081 underlying) - Disposition to Issuer
Series A Common Stock Purchase Warrants (right to buy)
2011-04-14−684,334→ 0 total(indirect: By Fund)Exercise: $4.95Exp: 2014-06-16→ Common Stock (648,334 underlying) - Sale
Series A Convertible Preferred Stock
2011-04-14−58,350→ 0 total(indirect: By Fund)Exercise: $4.50→ Common Stock (1,322,512 underlying) - Disposition to Issuer
Series A Common Stock Purchase Warrants (right to buy)
2011-04-14−18,333→ 0 total(indirect: By LLC)Exercise: $4.95Exp: 2014-06-16→ Common Stock (18,333 underlying) - Disposition to Issuer
Series B Common Stock Purchase Warrants (right to buy)
2011-04-14−618,864→ 0 total(indirect: By Fund)Exercise: $6.05Exp: 2015-06-10→ Common Stock (618,864 underlying) - Sale
Series B Convertible Preferred Stock
2011-04-14−68,075→ 0 total(indirect: By Fund)Exercise: $5.50→ Common Stock (1,240,576 underlying)
Redpoint Omega Associates, LLC
10% Owner
Transactions
- Sale
Series A Convertible Preferred Stock
2011-04-14−1,650→ 0 total(indirect: By LLC)Exercise: $4.50→ Common Stock (37,398 underlying) - Disposition to Issuer
Series A Common Stock Purchase Warrants (right to buy)
2011-04-14−18,333→ 0 total(indirect: By LLC)Exercise: $4.95Exp: 2014-06-16→ Common Stock (18,333 underlying) - Disposition to Issuer
Series B Common Stock Purchase Warrants (right to buy)
2011-04-14−618,864→ 0 total(indirect: By Fund)Exercise: $6.05Exp: 2015-06-10→ Common Stock (618,864 underlying) - Sale
Series A Convertible Preferred Stock
2011-04-14−58,350→ 0 total(indirect: By Fund)Exercise: $4.50→ Common Stock (1,322,512 underlying) - Sale
Series B Convertible Preferred Stock
2011-04-14−1,925→ 0 total(indirect: By LLC)Exercise: $5.50→ Common Stock (35,081 underlying) - Disposition to Issuer
Series A Common Stock Purchase Warrants (right to buy)
2011-04-14−684,334→ 0 total(indirect: By Fund)Exercise: $4.95Exp: 2014-06-16→ Common Stock (648,334 underlying) - Disposition to Issuer
Series B Common Stock Purchase Warrants (right to buy)
2011-04-14−17,500→ 0 total(indirect: By LLC)Exercise: $6.05Exp: 2015-06-10→ Common Stock (17,500 underlying) - Sale
Series B Convertible Preferred Stock
2011-04-14−68,075→ 0 total(indirect: By Fund)Exercise: $5.50→ Common Stock (1,240,576 underlying)
Footnotes (6)
- [F1]Represents shares of the common stock, par value $0.01 per share ("Common Stock"), of Answers Corporation ("Answers.com").
- [F2]Represents shares of the Series A convertible preferred stock, par value $0.01 per share, of Answers.com acquired by AFCV pursuant to the merger (the "Merger") certain Agreement and Plan of Merger, dated as of February 2, 2011, among Answers.com, AFCV Holdings, LLC ("AFCV") and A-Team Acquisition Sub, Inc., a Delaware corporation and an indirect wholly-owned subsidiary of AFCV (the "Merger Agreement"). The Series A convertible preferred stock has no expiration date.
- [F3]Represents shares of the Series B convertible preferred stock, par value $0.01 per share, of Answers.com acquired by AFCV pursuant to the Merger in accordance with the Merger Agreement. The Series B convertible preferred stock has no expiration date.
- [F4]Represents warrants to purchase shares of Common Stock that were terminated upon the effective time of the Merger in exchange for the right to receive, following the effective time and upon surrender of the certificate representing each such warrant, only an amount of cash, without interest, equal to the product of (x) the number of shares of Common Stock issuable upon exercise of such warrant multiplied by (y) an amount equal to the excess, if any, of $10.50 over the per share exercise price in effect for such Warrant.
- [F5]The securities are owned by Redpoint Omega, L.P. ("RO LP"), which is under common control with Redpoint Omega Associates, LLC ("ROA LLC"). Redpoint Omega, LLC ("RO LLC") is the general partner of RO LP and possesses sole voting and investment control over the shares owned by RO LP and may be deemed to have indirect beneficial ownership of the shares held by RO LP. RO LLC disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. RO LLC owns no securities of the Issuer directly.
- [F6]The securities are owned by ROA LLC as nominee for its members.
Documents
Issuer
Answers CORP
CIK 0001283073
Entity typeoperating
Related Parties
1- filerCIK 0001283073
Filing Metadata
- Form type
- 4
- Filed
- Apr 17, 8:00 PM ET
- Accepted
- Apr 18, 4:45 PM ET
- Size
- 25.1 KB