4//SEC Filing
Valerian Christopher M. 4
Accession 0001339618-10-000004
CIK 0001282398other
Filed
Jan 4, 7:00 PM ET
Accepted
Jan 5, 7:22 PM ET
Size
8.5 KB
Accession
0001339618-10-000004
Insider Transaction Report
Form 4
WCA WASTE CORPWCAA
Valerian Christopher M.
10% Owner
Transactions
- Other
Common Stock
2009-12-31+5,555,556→ 5,555,556 total(indirect: By LLC) - Other
Common Stock
2009-12-31−2,555,554→ 3,000,002 total(indirect: By LLC)
Holdings
- 72,628
Common Stock
Footnotes (3)
- [F1]Consists of shares acquired or deemed acquired, along with cash, pursuant to the Equity Interest and Asset Purchase Agreement, dated December 12, 2009, among WCA Waste Corporation and its subsidiaries and Live Earth LLC and its subsidiaries in exchange for equity interests in Live Earth LLC's subsidiaries and certain related assets and liabilities valued at approximately $43.6 million. Of the shares: (a) 1,555,556 will be issued by WCA if, on or before December 31, 2012, the acquired subsidiaries of Live Earth LLC and related assets ("Live Earth Business") achieves $6.25 million EBITDA for four consecutive fiscal quarters and (b) 444,444 will be issued if, on or before December 31, 2012, the Live Earth Business achieves $7.00 million EBITDA for four consecutive fiscal quarters. The right to receive additional shares pursuant to this earn-out right became fixed and irrevocable on December 31, 2009.
- [F2]The reporting person is the managing member of Live Earth LLC.
- [F3]555,554 shares and earn-out rights for 2,000,000 shares deemed issued to Live Earth LLC were delivered to certain lenders and other creditors at the time of closing in satisfaction of outstanding debt approximately equal to $50.2 million and related obligations.
Documents
Issuer
WCA WASTE CORP
CIK 0001282398
Entity typeother
Related Parties
1- filerCIK 0001479842
Filing Metadata
- Form type
- 4
- Filed
- Jan 4, 7:00 PM ET
- Accepted
- Jan 5, 7:22 PM ET
- Size
- 8.5 KB