Home/Filings/4/0001209191-15-032552
4//SEC Filing

AVIV REIT, INC. 4

Accession 0001209191-15-032552

CIK 0001499686operating

Filed

Apr 2, 8:00 PM ET

Accepted

Apr 3, 9:24 PM ET

Size

26.6 KB

Accession

0001209191-15-032552

Insider Transaction Report

Form 4
Period: 2015-04-01
Chavez Leticia
EVP, Administration
Transactions
  • Disposition to Issuer

    Common Stock

    2015-04-0136,1010 total
  • Disposition to Issuer

    Restricted Stock Units

    2015-04-012,1250 total
    Common Stock (2,125 underlying)
  • Disposition to Issuer

    Employee Stock Option

    2015-04-015,7940 total
    Exercise: $18.62Common Stock (5,794 underlying)
  • Disposition to Issuer

    Employee Stock Option

    2015-04-0114,3070 total
    Exercise: $18.87Common Stock (14,307 underlying)
  • Disposition to Issuer

    Employee Stock Option

    2015-04-0191,6410 total
    Exercise: $18.87Common Stock (91,641 underlying)
  • Disposition to Issuer

    Employee Stock Option

    2015-04-0124,0870 total
    Exercise: $18.65Common Stock (24,087 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2015-04-011,3580 total
    Common Stock (1,358 underlying)
  • Disposition to Issuer

    Employee Stock Option

    2015-04-01265,6270 total
    Exercise: $16.56Common Stock (265,627 underlying)
  • Disposition to Issuer

    Employee Stock Option

    2015-04-015,9160 total
    Exercise: $17.95Common Stock (5,916 underlying)
  • Disposition to Issuer

    Employee Stock Option

    2015-04-0128,4340 total
    Exercise: $18.65Common Stock (28,434 underlying)
Footnotes (7)
  • [F1]Pursuant to an Agreement and Plan of Merger, dated October 30, 2014, among Omega Healthcare Investors, Inc. ("Omega"), OHI Healthcare Properties Holdco, Inc., OHI Healthcare Properties Limited Partnership, L.P., Aviv REIT, Inc. (the "Issuer") and Aviv Healthcare Properties Limited Partnership (the "Merger Agreement"), each outstanding share of the Issuer's common stock was exchanged for the right to receive nine-tenths of a share of common stock of Omega, subject to certain adjustment as set forth in the Merger Agreement (such ratio, the "Exchange Ratio"), on April 1, 2015 (the "Closing Date"). The last reported sale price of shares of Omega common stock on the Closing Date was $40.74 per share.
  • [F2]Each RSU represents a contingent right to receive one share of common stock of the Issuer.
  • [F3]The RSUs originally were to vest in full on December 31, 2015. Pursuant to the Merger Agreement, as of the Closing Date, the RSUs were 100% vested and cancelled and were payable for a number of shares of Omega common stock equal to the Exchange Ratio multiplied by the number of shares of Issuer common stock.
  • [F4]The RSUs originally were to vest in full on December 31, 2016. Pursuant to the Merger Agreement, as of the Closing Date, the RSUs were 100% vested and cancelled and were payable for a number of shares of Omega common stock equal to the Exchange Ratio multiplied by the number of shares of Issuer common stock.
  • [F5]Pursuant to the Merger Agreement, as of the effective time of the Merger, the stock options ceased to be exercisable for shares of Issuer common stock but instead are exercisable for a number of shares of Omega common stock equal to nine-tenths of a share of Omega common stock, subject to certain adjustments as set forth in the Merger Agreement, multiplied by the number of shares of Issuer common stock as to which such stock options related immediately prior to the effective time of the Merger.
  • [F6]The stock options vested in full upon the initial public offering of Aviv REIT, Inc. on March 26, 2013.
  • [F7]N/A

Issuer

AVIV REIT, INC.

CIK 0001499686

Entity typeoperating
IncorporatedMD

Related Parties

1
  • filerCIK 0001499686

Filing Metadata

Form type
4
Filed
Apr 2, 8:00 PM ET
Accepted
Apr 3, 9:24 PM ET
Size
26.6 KB