SEC Form 4 · accession 0001649709-16-000121
CIFC LLC · CIFC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen J Vaccaro
Officer — Co-Pres & CIO
Period of report
Nov 21, 2016
Accepted (ET)
Nov 23, 2016 · 6:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001649709
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Nov 21, 2016 | D | 12,000 | $11.36 | D | 442,882 | D | |
| Common SharesF2 | Nov 21, 2016 | J | 240,000 | — | D | 202,882 | D | |
| Common SharesF3 | Nov 21, 2016 | D | 202,882 | $11.36 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Share OptionF4 | $7.25 | Nov 21, 2016 | D | 250,000 | D | Jun 15, 2012 | Jun 15, 2021 | Common Shares | 250,000 | 0 | D |
| Share OptionF4 | $5.10 | Nov 21, 2016 | D | 287,500 | D | Jan 31, 2014 | Mar 21, 2022 | Common Shares | 287,500 | 0 | D |
| Share OptionF4 | $8.81 | Nov 21, 2016 | D | 100,000 | D | Jan 1, 2015 | Jun 13, 2024 | Common Shares | 100,000 | 0 | D |
Explanation of responses
- F1Represents time-based restricted share units subject to vesting over time, which were vested and canceled at the effective time of the merger pursuant to the Agreement and Plan of Merger, dated August 19, 2016, by and among the Company, F.A.B. Holdings I LP and CIFC Acquisition, LLC (the "Merger"), in exchange for the right to receive $11.36 in cash per share (the "Merger Consideration"), without interest and subject to any withholding of taxes required by applicable law.
- F2Pursuant to a Rollover Agreement (the "Rollover Agreement"), by and between F.A.B. Holdings I LP ("Parent") and the reporting person, the reporting person contributed these time-based restricted share units to Parent in exchange for a number of Parent's restricted limited partnership units calculated pursuant to the Rollover Agreement, effective as of the Effective Time (as defined by the Agreement and Plan of Merger), at a value of the Merger Consideration.
- F3Represents common shares converted into the right to receive the Merger Consideration, without interest and subject to any withholding of taxes required by applicable law.
- F4As of the effective time of the Merger, each outstanding share option to purchase common shares was canceled in exchange for the right to receive an amount in cash (subject to any applicable withholding) equal to the product of (i) the total number of common shares subject to the share option as of the effective time of the Merger and (ii) the amount by which the Merger Consideration exceeds the exercise price per share of common shares underlying the share option.