4//SEC Filing
Ireland John D 4
Accession 0001209191-11-027105
CIK 0001476719other
Filed
May 8, 8:00 PM ET
Accepted
May 9, 8:48 PM ET
Size
8.2 KB
Accession
0001209191-11-027105
Insider Transaction Report
Form 4
Ireland John D
SVP, CFO and Treasurer
Transactions
- Award
Series A Voting Preferred Stock, par value $.0001
2011-05-05+9,750.2→ 9,750.2 total - Award
New Crumbs Class B Exchangeable Units
2011-05-05+97,502→ 97,502 total→ Common Stock (97,502 underlying)
Footnotes (4)
- [F1]57th Street General Acquisition Corp. (the "Issuer") and Crumbs Holdings LLC ("Crumbs") consummated a merger transaction on May 5, 2011, pursuant to a Business Combination Agreement between the Issuer, 57th Street Merger Sub LLC, a subsidiary of the Issuer, and Crumbs dated January 9, 2011, as amended. As consideration for consummating the merger transaction, the Issuer issued to John D. Ireland ("Mr. Ireland") 9,750.2 shares of Series A Voting Preferred Stock (the "Preferred Stock") and a subsidiary of the Issuer issued to Mr. Ireland 97,502 New Crumbs Class B Exchangeable Units (the "Class B Units"), each of which is exchangeable for one share of the Issuer's common stock. Furthermore, upon the occurrence of certain contingent events outside the control of Mr. Ireland, the Issuer will issue to Mr. Ireland additional consideration up to 11,000.3 shares of Preferred Stock and up to 110,003 Class B Units.
- [F2]Each of the Class B Units are initially exchangeable for one share of common stock of the Issuer without additional consideration, subject to the Exchange and Support Agreement among the Issuer, Crumbs and the Members of Crumbs dated May 5, 2011.
- [F3]The Class B Units are immediately exchangeable for one share of Issuer common stock for each Class B Unit.
- [F4]The Class B Units do not expire.
Documents
Issuer
57th Street General Acquisition Corp
CIK 0001476719
Entity typeother
Related Parties
1- filerCIK 0001519395
Filing Metadata
- Form type
- 4
- Filed
- May 8, 8:00 PM ET
- Accepted
- May 9, 8:48 PM ET
- Size
- 8.2 KB