4//SEC Filing
Tariko Roustam 4
Accession 0001209191-12-046266
CIK 0001046880other
Filed
Sep 19, 8:00 PM ET
Accepted
Sep 20, 9:25 AM ET
Size
9.5 KB
Accession
0001209191-12-046266
Insider Transaction Report
Form 4
Tariko Roustam
10% Owner
Transactions
- Award
Right to Adjustment Issuances
2012-07-09+0→ 0 totalExercise: $0.00→ Common Stock
ROUST TRADING LTD.
10% Owner
Transactions
- Award
Right to Adjustment Issuances
2012-07-09+0→ 0 totalExercise: $0.00→ Common Stock
Footnotes (6)
- [F1]Roust Trading Ltd. ("RTL") has a contractual right to appoint director(s) to the Board of Directors of the Issuer and is a director by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
- [F2]10,000,000 shares of Common Stock acquirable for no additional consideration, subject to the restrictions described below in footnotes 3 and 4.
- [F3]RTL has a right to acquire up to 10,000,000 shares of Common Stock within five business days of a request by RTL at any time after the following dates: (i) 3,000,000 shares of Common Stock after the execution of the Amended Securities Purchase Agreement and the Amended Governance Agreement (as defined in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission ("SEC") on July 11, 2012), the execution of such agreements having occurred on July 9, 2012; (ii) 5,000,000 shares of Common Stock after receipt of Company Stockholder Approval (as defined in the Amended Securities Purchase Agreement); and
- [F4](Continued from Footnote 3) (iii) 2,000,000 shares following the Backstop Escrow Release Date (as defined in the Amended Securities Purchase Agreement). The issuances of these shares is subject to the approval of all applicable anti-competition authorities and, until such applicable approvals are received, issuances will be limited to a maximum amount of Common Stock that may be issued without violation of any applicable anti-competition laws.
- [F5]RTL holds the Right to Adjustment Issuances directly. Mr. Roustan Tariko ("Mr. Tariko") indirectly owns all of the equity interests of and controls RTL and, by virtue of this relationship, may be deemed to beneficially own the Right to Adjustment Issuances described in footnotes 3 and 4 above.
- [F6]The Right to Adjustment Issuances is subject to termination pursuant to the Amended Securities Purchase Agreement, included as Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the SEC on July 11, 2012.
Documents
Issuer
CENTRAL EUROPEAN DISTRIBUTION CORP
CIK 0001046880
Entity typeother
Related Parties
1- filerCIK 0001549506
Filing Metadata
- Form type
- 4
- Filed
- Sep 19, 8:00 PM ET
- Accepted
- Sep 20, 9:25 AM ET
- Size
- 9.5 KB