4//SEC Filing
EINSPRUCH BURTON C 4
Accession 0001458200-11-000021
CIK 0000877476other
Filed
Jun 5, 8:00 PM ET
Accepted
Jun 6, 11:24 AM ET
Size
10.4 KB
Accession
0001458200-11-000021
Insider Transaction Report
Form 4
EINSPRUCH BURTON C
Director
Transactions
- Disposition to Issuer
Common Stock
2011-06-03$26.00/sh−24,250$630,500→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2011-06-03$10.23/sh−4,500$46,053→ 0 totalExercise: $15.77From: 2011-06-03Exp: 2011-06-06→ Common Stock (4,500 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2011-06-03$15.38/sh−9,000$138,420→ 0 totalExercise: $10.62From: 2011-06-03Exp: 2013-06-12→ Common Stock (9,000 underlying)
Footnotes (2)
- [F1]Pursuant to the Agreement and Plan of Merger, Dated March 2, 2011 ("Merger Agreement") by and among America Service Group, Inc. (the "Company"), Valitas Health Services, Inc. ("Valitas") and Whiskey Acquisition Corp., a wholly-owned subsidiary of Valitas ("Merger Sub"), on June 3, 2011, Merger Sub merged with and into the Company (the "Merger"), and effective upon the consummation of the Merger each share of common stock of the Company that was issued and outstanding as of immediately prior to the effective time of the Merger was converted into the right to receive $26.00 in cash, without interest, and all restricted shares of Company common stock that were subject to vesting or forfeiture conditions (whether time-based or performance-based) that were outstanding as of immediately prior to the effective time of the Merger were fully vested immediately prior to the Merger.
- [F2]Pursuant to the Merger Agreement, each issued and outstanding option to purchase shares of Company common stock was vested in full as of immediately prior to the Merger, and each holder of an option has the right to receive an amount in cash equal to the excess, if any, of $26.00 (without interest) over the exercise price per share of such option. Such excess is set forth in Table II, column 8.
Documents
Issuer
AMERICA SERVICE GROUP INC /DE
CIK 0000877476
Entity typeother
Related Parties
1- filerCIK 0001218088
Filing Metadata
- Form type
- 4
- Filed
- Jun 5, 8:00 PM ET
- Accepted
- Jun 6, 11:24 AM ET
- Size
- 10.4 KB