MILLER LLOYD I III 4
4 · ONVIA INC · Filed Nov 21, 2017
Insider Transaction Report
Form 4
ONVIA INCONVI
MILLER LLOYD I III
10% Owner
Transactions
- Disposition from Tender
Common Stock
2017-11-17$9.00/sh−131,738$1,185,642→ 0 total(indirect: By Milfam I L.P.) - Disposition from Tender
Common Stock
2017-11-17$9.00/sh−139,126$1,252,134→ 0 total - Disposition from Tender
Common Stock
2017-11-17$9.00/sh−334,937$3,014,433→ 0 total(indirect: By Milfam II L.P.) - Disposition from Tender
Common Stock
2017-11-17$9.00/sh−183,051$1,647,459→ 0 total(indirect: By Trust) - Disposition from Tender
Common Stock
2017-11-17$9.00/sh−183,050$1,647,450→ 0 total(indirect: By Trust)
Footnotes (2)
- [F1]Onvia, Inc. ("Company") is a party to the Agreement and Plan of Merger, dated as of October 4, 2017 (the "Merger Agreement") by and among the Company, Project Diamond Intermediate Holdings Corp. ("Parent"), the parent company of Deltek, Inc. and Project Olympus Merger Sub, Inc. ("Purchaser"), a wholly owned subsidiary of Parent, pursuant to which, on November 17, 2017, Purchaser merged with and into the Company, with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent. Under the terms of the Merger Agreement, all shares of outstanding Company Common Stock were converted into cash consideration at the amount of the merger consideration of $9 per share.
- [F2]On September 27, 2017, in accordance with that certain Exercise of Authority of Distribution Adviser of Trust A-4, dated as of August 10, 2017, pursuant to which all securities held by Trust A-4 - Lloyd I. Miller were decanted to two (2) newly formed trusts, the investment adviser to Trust A-4 - Lloyd I. Miller directed the trustee and distribution adviser to distribute fifty percent (50%) of such securities to LIM III - Trust A-4 and fifty percent (50%) of such securities to MBM - Trust A-4. The decanting and distribution of all securities held or formerly held by Trust A-4 - Lloyd I. Miller is in process and final consummation thereof has yet to occur. Such transactions, when consummated, only effect a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in such securities and was (or will be) exempt from Section 16 of the Securities Exchange Act of 1934 pursuant to Rule 16a-13.