RC2 CORP 4
4 · RC2 CORP · Filed Apr 29, 2011
Insider Transaction Report
Form 4
RC2 CORPRCRC
TOMY CO LTD
10% Owner
Transactions
- Other
Common Stock
2011-04-29$27.90/sh+2,195,229$61,246,889→ 1,000 total(indirect: By Tomy Corporation)
Footnotes (2)
- [F1]Reflects all of the outstanding shares of RC2 Corporation not tendered in the tender offer and deemed acquired by Tomy Company, Ltd. ("Parent") pursuant to consummation of the merger of Galaxy Dream Corporation ("Purchaser") with and into RC2 Corporation (the "Merger"). At the effective time of the Merger, these shares were cancelled and ceased to exist.
- [F2]Prior to the Merger, Parent indirectly held through Tomy Corporation, a direct subsidiary of Parent, 1000 shares of common stock of Purchaser, par value $0.01 per share, which shares represented all of the issued and outstanding capital stock of Purchaser. Upon the consummation of the merger, each share of Purchaser was converted into one share of the surviving corporation. Purchaser's separate existence ceased and RC2 survived as a wholly-owned indirect subsidiary of Parent.