SEC Form 4 · accession 0001209191-15-049823
VIASYSTEMS GROUP INC · VIAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter R Frank
Director
Period of report
May 31, 2015
Accepted (ET)
Jun 3, 2015 · 6:45 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001101169
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 31, 2015 | D | 24,538 | — | D | 13,708 | D | |
| Common StockF2 | May 31, 2015 | D | 13,708 | — | D | 0 | D | |
| Common StockF2,F3 | May 31, 2015 | D | 3,984,941 | — | D | 0 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The vested restricted shares were cancelled in connection with the merger of Vector Acquisition Corp., a wholly owned subsidiary of TTM Technologies, Inc. ("TTM"), into the Issuer (the "Merger") in exchange for 17,323 shares of common stock of TTM and a cash payment of $278,023.53.
- F2The shares were cancelled in connection with the Merger. At the effective time of the Merger, each issued and outstanding share of the Issuer's common stock was cancelled and converted automatically into the right to receive a combination of (a) $11.33 in cash, and (b) 0.706 of a share of common stock of TTM.
- F3Mr. Frank is the Senior Managing Director of Black Diamond Capital Management, L.L.C., and, therefore, may be deemed to beneficially own all shares of common stock held of record by Recovery II and Recovery IIA. Mr. Frank disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for the purpose of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein.