4//SEC Filing
Weaver Michael Dan 4
Accession 0001179110-04-024084
CIK 0001288359other
Filed
Dec 22, 7:00 PM ET
Accepted
Dec 23, 5:39 PM ET
Size
20.8 KB
Accession
0001179110-04-024084
Insider Transaction Report
Form 4
OTELCO INC.OTT
Weaver Michael Dan
DirectorPresident & CEO
Transactions
- Sale
Class A Common Stock
2004-12-21$14.29/sh−57,510$821,703→ 108,142 total - Conversion
Membership Units
2004-12-21−4,568.44→ 0 total→ Income Deposit Securities (14,279 underlying) - Conversion
Class A Common Stock
2004-12-21+165,652→ 165,652 total - Sale
Class B Common Stock
2004-12-21−9,442→ 891 total→ Income Deposit Securities (9,442 underlying) - Other
Options
2004-12-21−72,413→ 0 total→ Income Deposit Securities (151,373 underlying) - Conversion
Class B Common Stock
2004-12-21+10,333→ 10,333 total→ Income Deposit Securities (10,333 underlying)
Footnotes (14)
- [F1]The reported securities are included within 165,652 Income Deposit Securities ("IDSs"). Each IDS consists of one share of Class A common stock and one 13% senior subordinated note due 2019 with a $7.50 principal amount.
- [F10]None.
- [F11]The Class B common stock will be exchangable for IDSs on a 1 for 1 basis, subject to adjustment.
- [F12]The Class B common stock was repurchased by the issuer for $14.288 per share of Class B common stock.
- [F13]These represent the same 72,413 options disposed of as shown in the line above.
- [F14]These represent the same 4568.44 membership units disposed of as shown in the line above.
- [F2]Consists of 2,626 IDSs sold to the public and 54,884 IDSs repurchased by the issuer.
- [F3]This is the sale price of the IDSs set forth in the Underwriting Agreement dated December 16, 2004, as well as the repurchase agreement, in each case, relating to the sale of the IDSs.
- [F4]Exchange ratio of 2.09041 IDSs and 0.13039 shares of Class B common stock per option.
- [F5]Pursuant to an option exchange agreement, the options were exchanged for IDSs and Class B common stock in connection with the issuer's conversion from a limited liability company to a corporation.
- [F6]The options were exchanged for IDSs and Class B common stock on December 21, 2004, the closing date of the offering of the IDSs.
- [F7]Conversion ratio of 3.12572 IDSs and 0.19498 shares of Class B common stock per membership unit.
- [F8]The membership units converted into IDSs and Class B common stock on December 21, 2004, the closing date of the offering of the IDSs.
- [F9]The Class B common stock will be exchangable for IDSs beginning on December 21, 2006, subject to the satisfaction of certain conditions, including a financial test set forth in an investor rights agreement.
Documents
Issuer
OTELCO INC.
CIK 0001288359
Entity typeother
Related Parties
1- filerCIK 0001310282
Filing Metadata
- Form type
- 4
- Filed
- Dec 22, 7:00 PM ET
- Accepted
- Dec 23, 5:39 PM ET
- Size
- 20.8 KB