4//SEC Filing
GRP PARTNERS LP 4
Accession 0001209191-07-061201
CIK 0001403568other
Filed
Oct 31, 8:00 PM ET
Accepted
Nov 1, 8:31 PM ET
Size
21.3 KB
Accession
0001209191-07-061201
Insider Transaction Report
Form 4
GRP II Investors, L.P.
10% Owner
Transactions
- Conversion
Series I, IV, V Convertible Preferred Stock
2007-10-30−9,957,132→ 0 total(indirect: See footnote.)→ Common Stock (9,957,132 underlying) - Conversion
Common Stock
2007-10-30+1,199,281→ 11,433,130 total(indirect: See footnote.) - Conversion
Series II Convertible Preferred Stock
2007-10-30−1,119,281→ 0 total(indirect: See footnote.)→ Common Stock (1,119,281 underlying) - Other
Series III Non-Convertible Preferred Stock
2007-10-30−1,034,373→ 0 total(indirect: See footnote.) - Conversion
Common Stock
2007-10-30+9,957,132→ 10,233,849 total(indirect: See footnote.)
GRP II Partners, L.P.
10% Owner
Transactions
- Other
Series III Non-Convertible Preferred Stock
2007-10-30−1,034,373→ 0 total(indirect: See footnote.) - Conversion
Series I, IV, V Convertible Preferred Stock
2007-10-30−9,957,132→ 0 total(indirect: See footnote.)→ Common Stock (9,957,132 underlying) - Conversion
Series II Convertible Preferred Stock
2007-10-30−1,119,281→ 0 total(indirect: See footnote.)→ Common Stock (1,119,281 underlying) - Conversion
Common Stock
2007-10-30+9,957,132→ 10,233,849 total(indirect: See footnote.) - Conversion
Common Stock
2007-10-30+1,199,281→ 11,433,130 total(indirect: See footnote.)
GRP II, L.P.
10% Owner
Transactions
- Conversion
Series II Convertible Preferred Stock
2007-10-30−1,119,281→ 0 total(indirect: See footnote.)→ Common Stock (1,119,281 underlying) - Conversion
Series I, IV, V Convertible Preferred Stock
2007-10-30−9,957,132→ 0 total(indirect: See footnote.)→ Common Stock (9,957,132 underlying) - Conversion
Common Stock
2007-10-30+9,957,132→ 10,233,849 total(indirect: See footnote.) - Conversion
Common Stock
2007-10-30+1,199,281→ 11,433,130 total(indirect: See footnote.) - Other
Series III Non-Convertible Preferred Stock
2007-10-30−1,034,373→ 0 total(indirect: See footnote.)
GRP PARTNERS LP
10% Owner
Transactions
- Conversion
Common Stock
2007-10-30+1,199,281→ 11,433,130 total(indirect: See footnote.) - Conversion
Series I, IV, V Convertible Preferred Stock
2007-10-30−9,957,132→ 0 total(indirect: See footnote.)→ Common Stock (9,957,132 underlying) - Other
Series III Non-Convertible Preferred Stock
2007-10-30−1,034,373→ 0 total(indirect: See footnote.) - Conversion
Common Stock
2007-10-30+9,957,132→ 10,233,849 total(indirect: See footnote.) - Conversion
Series II Convertible Preferred Stock
2007-10-30−1,119,281→ 0 total(indirect: See footnote.)→ Common Stock (1,119,281 underlying)
Footnotes (8)
- [F1]The reported securities were redeemed by the Issuer on October 30, 2007 for $1.00 per share in connection with the consummation of the Issuer's initial public offering.
- [F2]GRP II, L.P. ("GRP II") holds 950,169 shares; GRP II Investors, L.P. ("GRP II Investors") holds 56,960 shares; and GRP II Partners, L.P. ("GRP II Partners") holds 27,244 shares.
- [F3]GRPVC, L.P. ("GRPVC") is the general partner of each of GRP II and GRP II Partners, and GRP Management Services Corp. ("GRPMSC") is the general partner of GRPVC. Pursuant to contractual arrangements, GRP II Investors has granted GRPMSC the authority to vote and dispose of the shares held by it in the same manner as the investment committee for GRP II and GRP II Partners votes or dispose of shares held by GRP II and GRP II Partners. Pursuant to contractual arrangements, GRPMSC also appoints a majority of the investment committee members of Global Retail Partners, L.P. ("GRP I") (which also controls the investment decisions of GRP Partners, L.P. ("GRP I Partners")).
- [F4]These securities have no stated expiration date. The Issuer caused the mandatory conversion of the Series I, Series IV and Series V Preferred Stock into shares of Common Stock on October 30, 2007. The Issuer exercised this right after providing prompt reasonable notice. Upon the mandatory conversion of such Convertible Preferred Stock, accrued and unpaid dividends were paid in cash by the Issuer. The number of underlying shares of Common Stock reported reflects a 0.632-for-1 reverse stock split, which was effected through the conversion of such Convertible Preferred Stock to Common Stock on a 0.632-for-1 basis on October 30, 2007.
- [F5]Of the number of shares reported, the following amounts of Common Stock were previously reported as beneficially owned by the following entities: GRP II held 244,214 shares; GRP I held 8,311 shares; GRP II Investors held 17,371 shares; GRP II Partners held 6,281 shares; and GRP I Partners held 540 shares. Such shares reflect a 0.632-for-1 reverse stock split, which was effected with respect to Common Stock on October 24, 2007.
- [F6]GRP II holds 6,186,727 shares; GRP I holds 2,925,277 shares; GRP II Investors holds 480,179; GRP II Partners holds 174,993 shares; and GRP I Partners holds 189,956 shares.
- [F7]These securities have no stated expiration date. The Issuer caused the mandatory conversion of the Series II Preferred Stock into shares of Common Stock on October 30, 2007. The Issuer exercised this right after providing prompt reasonable notice. The number of underlying shares of Common Stock reported reflects a 0.632-for-1 reverse stock split, which was effected through the conversion of such Convertible Preferred Stock to Common Stock on a 0.632-for-1 basis on October 30, 2007.
- [F8]GRP II holds 1,074,846 shares (of which 578,294 shares is held by GRPMSC, as Escrow Agent for GRP II); GRP II Investors holds 89,474 shares (of which 51,981 shares is held by GRPMSC, as Escrow Agent for GRP II Investors); and GRP II Partners holds 34,961 shares (of which 19,493 shares is held by GRPMSC, as Escrow Agent for GRP II Partners).
Documents
Issuer
Ulta Salon, Cosmetics & Fragrance, Inc.
CIK 0001403568
Entity typeother
Related Parties
1- filerCIK 0001040780
Filing Metadata
- Form type
- 4
- Filed
- Oct 31, 8:00 PM ET
- Accepted
- Nov 1, 8:31 PM ET
- Size
- 21.3 KB