4//SEC Filing
MEMSIC Inc 4
Accession 0001437749-13-012177
CIK 0001386198operating
Filed
Sep 19, 8:00 PM ET
Accepted
Sep 20, 3:19 PM ET
Size
9.8 KB
Accession
0001437749-13-012177
Insider Transaction Report
Form 4
MEMSIC IncMEMS
Zhou Quan
Director10% Owner
Transactions
- Sale
Common Stock
2013-09-17$4.22/sh−18,334$77,461→ 0 total - Sale
Common Stock
2013-09-17$4.22/sh−21,666$91,539→ 0 total - Disposition from Tender
Common Stock
2013-09-17−4,725,223→ 0 total(indirect: See Footnotes)
Footnotes (5)
- [F1]Pursuant to the terms of the Agreement and Plan of Merger, dated April 22, 2013, by and among MZ Investment Holdings Limited ("Parent"), MZ Investment Holdings Merger Sub Limited and MEMSIC, Inc. (the "Merger Agreement"; capitalized terms used but not defined herein have the meanings assigned to them in the Merger Agreement), at the Effective Time, each share of common stock of the Company held by the Reporting Person was cancelled and converted automatically into the right to receive $4.225 in cash.
- [F2]Pursuant to the terms of the Merger Agreement, at the Effective Time, the RSUs held by the Reporting Person were converted into the right to receive an amount in cash equal to $4.225 per RSU.
- [F3]Pursuant to the terms of the Merger Agreement, at the closing of the Merger, the Reporting Person rolled over his existing equity interests in the Company into equity shares of Parent.
- [F4]Including 4,146,394 shares of which the record owner is IDG-Accel China Growth Fund II L.P., 339,108 shares of which the record owner is IDG-Accel China Investors II L.P., 150,000 shares of which the record owner is IDG Technology Venture Investments, LP., 71,393 shares of which the record owner is IDG Technology Venture Investments, LLC, and 18,328 shares of which the record owner is IDG Technology Venture Investment III, L.P. IDG-Accel China Growth Fund II Associates L.P. is the general partner of IDG-Accel China Growth Fund II L.P. and may be deemed to have beneficial ownership over the 4,146,394 shares held by IDG-Accel China Growth Fund II L.P. The Reporting Person and Chi Sing Ho are directors and executive officers of IDG-Accel China Growth Fund GP II Associates Ltd., which is the ultimate general partner of both IDG-Accel China Growth Fund II L.P. and IDG-Accel China Investors II L.P. The Reporting Person and Chi Sing Ho (continued in Footnote 5)
- [F5](continued from Footnote 4) are the managing members of IDG Technology Venture Investments, LLC, which is the general partner of IDG Technology Venture Investments, LP. By virtue of acting to direct the management and operations of the ultimate general partners of each of the above record owners, the Reporting Person and Chi Sing Ho may be deemed to have shared voting and dispositive power with respect to these shares. Each of the reporting person and Chi Sing Ho disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest in such shares.
Documents
Issuer
MEMSIC Inc
CIK 0001386198
Entity typeoperating
Related Parties
1- filerCIK 0001386198
Filing Metadata
- Form type
- 4
- Filed
- Sep 19, 8:00 PM ET
- Accepted
- Sep 20, 3:19 PM ET
- Size
- 9.8 KB