Home/Filings/4/0001209191-09-058803
4//SEC Filing

CAMBIUM LEARNING GROUP, INC. 4

Accession 0001209191-09-058803

CIK 0001466815operating

Filed

Dec 27, 7:00 PM ET

Accepted

Dec 28, 4:17 PM ET

Size

6.4 KB

Accession

0001209191-09-058803

Insider Transaction Report

Form 4
Period: 2009-12-23
Transactions
  • Award

    Common Stock, $0.001 par value per share

    2009-12-23+5,7865,786 total
Footnotes (2)
  • [F1]The issuer acquired Voyager Learning Company pursuant to an Agreement and Plan of Mergers, dated June 20, 2009 (the "Merger Agreement"), by and among the issuer, Voyager Learning Company, VSS-Cambium Holdings II Corp., Vowel Acquisition Corp., Consonant Acquisition Corp. and Vowel Representative, LLC. (the "Merger"). In connection with the Merger, the reporting person was entitled to elect to receive either (i) $6.50 in cash, without interest, OR (ii) one share of common stock of the issuer (subject to a pro-rata cutback to the extent cash elections made by Voyager Learning Company stockholders exceeded $67.5 million), plus regardless of the election made, additional consideration consisting of cash and a contingent value right as described in the Merger Agreement.
  • [F2]In connection with the reporting person's election and, after the applying the pro-rata cutback in accordance with the terms of the Merger Agreement, the reporting person received 5,786 shares of common stock of the issuer plus additional cash consideration and a contingent value right in exchange for 5,786 shares of common stock of Voyager Learning Company owned by the reporting person prior to the Merger.

Issuer

CAMBIUM LEARNING GROUP, INC.

CIK 0001466815

Entity typeoperating

Related Parties

1
  • filerCIK 0001466815

Filing Metadata

Form type
4
Filed
Dec 27, 7:00 PM ET
Accepted
Dec 28, 4:17 PM ET
Size
6.4 KB