4//SEC Filing
YOUBET COM INC 4
Accession 0001193805-10-001617
CIK 0000814055operating
Filed
Jun 2, 8:00 PM ET
Accepted
Jun 3, 5:55 PM ET
Size
20.2 KB
Accession
0001193805-10-001617
Insider Transaction Report
Form 4
YOUBET COM INCUBET
LIEBAU F JACK
Director
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2010-06-02−15,000→ 0 totalExercise: $2.81Exp: 2019-05-31→ Common Stock, par value $.001 per share (15,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2010-06-02−26,500→ 0 totalExercise: $2.72Exp: 2017-06-12→ Common Stock, par value $.001 per share (26,500 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2010-06-02−200,000→ 0 totalExercise: $1.26Exp: 2019-03-03→ Common Stock, par value $.001 per share (200,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2010-06-02−50,064→ 0 totalExercise: $1.44Exp: 2018-06-11→ Common Stock, par value $.001 per share (50,064 underlying) - Disposition to Issuer
Common Stock, par value $.001 per share
2010-06-02−165,000→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2010-06-02−300,000→ 0 totalExercise: $1.22Exp: 2013-05-08→ Common Stock, par value $.001 per share (300,000 underlying)
Footnotes (6)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger dated as of November 11, 2009 (the "Merger Agreement") among Youbet.com, Inc. ("Youbet"), Churchill Downs Incorporated ("CDI"), Tomahawk Merger Corp. and Tomahawk Merger LLC, in exchange for a combination of $163,350 in cash and 9,751 shares of CDI common stock, based on the final exchange ratio of $0.99 in cash and 0.0591 shares of CDI common stock per share of Youbet common stock. On June 1, 2010, the last trading day prior to the effective time of the merger, CDI common stock had a closing value of $32.04 per share.
- [F2]These stock options vested as follows: one-third if Mr. Liebau remained with Youbet on December 31, 2008; one-third if Mr. Liebau remained with Youbet on December 31, 2008, and Youbet achieved a certain financial target, as determined by Youbet's compensation committee; and the final one-third if Mr. Liebau remained with Youbet on December 31, 2008, and Youbet achieved a certain other financial target, as determined by Youbet's compensation committee. These stock options were canceled and exchanged for a payment of a combination of $171,562.50 in cash and 10,236 shares of CDI common stock pursuant to the terms of the Merger Agreement. The cash and stock payment made with respect to these stock options is based upon the amount by which $0.99 plus the product of (i) 0.0591 and (ii) $32.04, the closing price of CDI common stock on the day immediately prior to the effective time of the merger, exceeded the exercise price of each such Youbet stock option.
- [F3]These stock options vested ratably over a 12-month period beginning June 13, 2007. These stock options were canceled and exchanged for a payment of a combination of $1,502.53 in cash and 90 shares of CDI common stock pursuant to the terms of the Merger Agreement. The cash and stock payment made with respect to these stock options is based upon the amount by which $0.99 plus the product of (i) 0.0591 and (ii) $32.04, the closing price of CDI common stock on the day immediately prior to the effective time of the merger, exceeded the exercise price of each such Youbet stock option.
- [F4]These stock options vested ratably over a 12-month period beginning June 12, 2008. These stock options were canceled and exchanged for a payment of a combination of $24,847.56 in cash and 1,483 shares of CDI common stock pursuant to the terms of the Merger Agreement. The cash and stock payment made with respect to these stock options is based upon the amount by which $0.99 plus the product of (i) 0.0591 and (ii) $32.04, the closing price of CDI common stock on the day immediately prior to the effective time of the merger, exceeded the exercise price of each such Youbet stock option.
- [F5]These stock options vest in four equal annual installments, beginning on March 4, 2010. These stock options were canceled and exchanged for a payment of a combination of $111,627.39 in cash and 6,660 shares of CDI common stock pursuant to the terms of the Merger Agreement. The cash and stock payment made with respect to these stock options is based upon the amount by which $0.99 plus the product of (i) 0.0591 and (ii) $32.04, the closing price of CDI common stock on the day immediately prior to the effective time of the merger, exceeded the exercise price of each such Youbet stock option.
- [F6]These stock options vest ratably over a 12-month period beginning June 1, 2009. These stock options were canceled and exchanged for a payment of a combination of $386.83 in cash and 23 shares of CDI common stock pursuant to the terms of the Merger Agreement. The cash and stock payment made with respect to these stock options is based upon the amount by which $0.99 plus the product of (i) 0.0591 and (ii) $32.04, the closing price of CDI common stock on the day immediately prior to the effective time of the merger, exceeded the exercise price of each such Youbet stock option.
Documents
Issuer
YOUBET COM INC
CIK 0000814055
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000814055
Filing Metadata
- Form type
- 4
- Filed
- Jun 2, 8:00 PM ET
- Accepted
- Jun 3, 5:55 PM ET
- Size
- 20.2 KB