4//SEC Filing
LEAP WIRELESS INTERNATIONAL INC 4
Accession 0001247741-14-000025
CIK 0001065049operating
Filed
Mar 16, 8:00 PM ET
Accepted
Mar 17, 9:51 PM ET
Size
10.6 KB
Accession
0001247741-14-000025
Insider Transaction Report
Form 4
TARGOFF MICHAEL B
Director
Transactions
- Disposition to Issuer
Deferred Stock Unit
2014-03-13$15.00/sh−18,885$283,275→ 0 totalFrom: 2014-06-06→ Common Stock (18,885 underlying) - Disposition to Issuer
Deferred Stock Unit
2014-03-13$15.00/sh−12,987$194,805→ 18,885 totalFrom: 2013-05-17→ Common Stock (12,987 underlying) - Disposition to Issuer
Common Stock
2014-03-13$15.00/sh−2,476$37,140→ 0 total
Footnotes (5)
- [F1]Leap Wireless International, Inc. (the "Issuer") was acquired (the "Merger") pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), by and among the Issuer, AT&T Inc. ("AT&T"), Laser, Inc. and Mariner Acquisition Sub Inc., a wholly owned subsidiary of AT&T ("Merger Sub"). All shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), held by the Reporting Person were exchanged for merger consideration consisting of (i) $15.00 in cash per share of Common Stock (the "Per Share Cash Merger Consideration"), and (ii) one non-transferable contingent value right (a "CVR"), without interest. Each CVR represents the right to a pro rata share of the proceeds, if any, resulting from the sale of the license granted to the Issuer by the Federal Communications Commission having the call sign WQJQ707.
- [F2]Each deferred stock unit represents the right to receive one share of Issuer Common Stock or cash equal to the market value of a share of Issuer Common Stock, at the Issuer's option, upon vesting.
- [F3]The deferred stock units originally vested in three equal annual installments beginning May 17, 2013.
- [F4]Pursuant to the Merger Agreement each stock unit, including all Issuer performance share units and deferred stock units (each such unit, a "Stock Unit"), whether vested or unvested, was cancelled in the Merger and converted into the right to receive, for each share covered by the Stock Unit (assuming target level of performance for any incomplete performance periods), (i) the Per Share Cash Merger Consideration, less any applicable withholding taxes, and (ii) one CVR.
- [F5]The deferred stock units originally vested in three equal annual installments beginning June 6, 2014.
Documents
Issuer
LEAP WIRELESS INTERNATIONAL INC
CIK 0001065049
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001065049
Filing Metadata
- Form type
- 4
- Filed
- Mar 16, 8:00 PM ET
- Accepted
- Mar 17, 9:51 PM ET
- Size
- 10.6 KB