Millennial Media Inc. 4
4 · Millennial Media Inc. · Filed Oct 23, 2015
Insider Transaction Report
Form 4
Theermann Marc
EVP, Strategy
Transactions
- Disposition from Tender
Common Stock
2015-10-22$1.75/sh−332,650$582,138→ 493,750 total - Disposition to Issuer
Common Stock
2015-10-23$1.75/sh−493,750$864,063→ 0 total
Footnotes (2)
- [F1]On September 3, 2015, Millennial Media, Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with AOL Inc. ("AOL") and Mars Acquisition Sub, Inc., a wholly owned subsidiary of AOL, pursuant to which AOL acquired the Company in a merger (the "Merger") that became effective on October 23, 2015.
- [F2]Pursuant to the Merger Agreement, all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were canceled and converted automatically into the right to receive a cash payment equal to $1.75 per share (the "Offer Price"). All shares of Company restricted stock units outstanding immediately prior to the Effective Time, whether vested or unvested, were canceled and converted automatically into the right to receive a cash payment equal to the Offer Price; provided, that the cash payment for shares underlying any restricted stock unit award shall be earned subject to the same vesting schedule and other vesting terms and conditions applicable to such restricted stock unit award.