SEC Form 4 · accession 0001209191-15-032538
AVIV REIT, INC. · AVIV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert D Lindsay
10% Owner
Period of report
Apr 1, 2015
Accepted (ET)
Apr 3, 2015 · 9:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001499686
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Apr 1, 2015 | D | 21,653,813 | $0.00 | D | 0 | I | By LG Aviv L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to an Agreement and Plan of Merger, dated October 30, 2014, among Omega Healthcare Investors, Inc. ("Omega"), OHI Healthcare Properties Holdco, Inc., OHI Healthcare Properties Limited Partnership, L.P., Aviv REIT, Inc. (the "Issuer") and Aviv Healthcare Properties Limited Partnership (the "Merger Agreement"), each outstanding share of the Issuer's common stock was exchanged for the right to receive nine-tenths of a share of common stock of Omega, subject to certain adjustment as set forth in the Merger Agreement (such ratio, the "Exchange Ratio"), on April 1, 2015 (the "Closing Date"). The last reported sale price of shares of Omega common stock on the Closing Date was $40.74 per share.
- F2Securities owned directly by LG Aviv L.P. Mr. Lindsay indirectly has shared control over LG Aviv L.P. and, by virtue of this relationship, may be deemed to have or share beneficial ownership of securities held by LG Aviv L.P. Mr. Lindsay expressly disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein.