Barrett John Frederick 4
4 · Horizon Global Corp · Filed Feb 9, 2023
Insider Transaction Report
Form 4
Barrett John Frederick
Director
Transactions
- Disposition to Issuer
Common Stock
2023-02-08$1.75/sh−33,333$58,333→ 0 total(indirect: See Footnote) - Disposition to Issuer
Warrants To Purchase Common Stock
2023-02-08$0.25/sh−4,212,528$1,053,132→ 0 total(indirect: See Footnote)Exercise: $1.50From: 2019-03-15Exp: 2024-03-15→ Common Stock (4,212,528 underlying) - Disposition from Tender
Common Stock
2023-02-08$1.75/sh−2,442,224$4,273,892→ 33,333 total(indirect: See Footnote)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger, dated December 30, 2022, by and among First Brands Group, LLC, PHX Merger Sub, Inc. ("Merger Sub") and the Issuer (the "Merger Agreement") by which Merger Sub merged with and into Issuer, with Issuer continuing as the surviving corporation (the "Merger"), shares of Issuer Common Stock were tendered by the Insider, and outstanding restricted stock units ("RSUs") were canceled, for the per-unit or per-share purchase price of $1.75.
- [F2]The reported securities are directly owned by clients of Corre Partners Management, LLC ("Corre"). The securities may be deemed to be beneficially owned by Corre because Corre serves as the investment manager to each such client. Corre disclaims any beneficial ownership of any and all of the Issuer's securities reported herein in excess of its actual pecuniary interest.
- [F3]The amounts include shares of the Issuer's Common Stock underlying warrants held by Corre that were subject to limitations on the right to exercise.
- [F4]Pursuant to the Agreement and Plan of Merger, dated December 30, 2022, by and among First Brands Group, LLC, PHX Merger Sub, Inc. ("Merger Sub") and the Issuer (the "Merger Agreement") by which Merger Sub merged with and into Issuer, with Issuer continuing as the surviving corporation (the "Merger"), the warrants were deemed automatically exercised and canceled for the aggregate price of the per-warrant purchase price of $1.75 minus the per-warrant exercise price of $1.50 times the number of warrants.