Johnson David Allan 4
4 · CRH Medical Corp · Filed Apr 27, 2021
Insider Transaction Report
Form 4
CRH Medical CorpCRHM
Johnson David Allan
Director
Transactions
- Disposition to Issuer
Common Shares
2021-04-22$4.00/sh−423,900$1,695,600→ 0 total - Disposition to Issuer
Restricted Share Units
2021-04-22$4.00/sh−20,000$80,000→ 0 total→ Common Shares (20,000 underlying)
Footnotes (4)
- [F1]Pursuant to the Arrangement Agreement, dated as of February 6, 2021 (as amended, the "Arrangement Agreement"), by and among CRH Medical Corporation ("CRH"), WELL Health Technologies Corp. ("WELL"), WELL Health Acquisition Corp., a wholly owned subsidiary of WELL, and 1286392 B.C. Ltd, a wholly owned subsidiary of WELL, at 4:30 p.m. Eastern Time (the "Effective Time") on April 22, 2021 each common share of CRH (each, a "CRH share") issued and outstanding immediately before the Effective Time was transferred to a subsidiary of WELL, and the holders thereof became entitled to receive US$4.00 in cash, without interest and less any applicable withholding taxes (the "Share Consideration"), for each CRH share then held.
- [F2]Each CRH RSU represented a contingent right to receive one CRH share.
- [F3]All options to acquire CRH shares ("CRH options") and share units with respect to CRH shares ("CRH RSUs") outstanding immediately prior to the Effective Time were exchanged for either a cash payment equal to Share Consideration (less the applicable exercise price in respect of CRH options) or replacement options or restricted stock units with respect to WELL common shares, in accordance with the terms of the Arrangement Agreement and the plan of arrangement subject to the same vesting schedule as applied to the CRH RSUs.
- [F4]The Restricted Share Units expire on the earlier of June 30, 2021 or one day prior to the next Annual General Meeting of the Issuer.