4//SEC Filing
MONEYLINE NETWORKS LLC 4
Accession 0001181431-03-027011
CIK 0000944310other
Filed
Oct 20, 8:00 PM ET
Accepted
Oct 21, 10:49 AM ET
Size
19.8 KB
Accession
0001181431-03-027011
Insider Transaction Report
Form 4
JP Morgan Capital CORP
10% Owner
Transactions
- Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying) - Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes)
Banc One Financial LLC
10% Owner
Transactions
- Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying) - Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes)
BANK ONE INVESTMENT CORP
10% Owner
Transactions
- Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes) - Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying)
OEP HOLDING CORP
10% Owner
Transactions
- Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes) - Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying)
ONE EQUITY PARTNERS LLC
10% Owner
Transactions
- Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes) - Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying)
MONEYLINE TELERATE HOLDINGS
10% Owner
Transactions
- Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying) - Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes)
BANK ONE CORP
10% Owner
Transactions
- Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying) - Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes)
MONEYLINE NETWORKS LLC
10% Owner
Transactions
- Sale
Common Stock, par value $0.01 per share
2003-10-17−20,642,493→ 12,547,331 total(indirect: See Footnotes) - Disposition to Issuer
Warrant (right to buy Common Stock)
2003-10-17−100,000→ 0 total(indirect: See Footnotes)Exercise: $0.60From: 2002-05-16Exp: 2012-05-16→ Common Stock (100,000 underlying)
Footnotes (10)
- [F1]Pursuant to a Purchase and Subscription Agreement (the "Agreement"), dated October 17, 2003, by and among TalkPoint Communications Inc. ("the Company"), Moneyline Networks, LLC ("Moneyline Networks"), certain investors in the Company (collectively, the "Investor Group") and Moneyline Telerate Holdings ("Moneyline"), Moneyline Networks sold an aggregate of 20,642,493 shares of common stock of the Company (the "Common Stock") to the Investor Group for a purchase price of $1.00 from each investor in the Investor Group.
- [F10]In addition, in connection with the transfer of such shares, (i) Moneyline Networks cancelled all of its outstanding warrants relating to the Common Stock in exchange for consideration of $1.00 ($0.00001 per share) paid by the Company to Moneyline Networks and (ii) Moneyline Networks and the Company have entered into a distribution and licensing agreement whereby the Company will provide Moneyline Networks with preferred distribution rights and a non-exclusive license for Company products and services with respect to those markets serviced by Moneyline Networks.
- [F2]As of October 17, 2003, Moneyline Networks may be deemed to own beneficially and directly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock.
- [F3]As of October 17, 2003, Moneyline may be deemed to own beneficially and indirectly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock by virtue of its ownership of a majority of the outstanding membership interests of Moneyline Networks. Moneyline disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- [F4]As of October 17, 2003, One Equity Partners LLC ("One Equity") may be deemed to own beneficially and indirectly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock by virtue of its majority ownership interest in Moneyline. One Equity disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- [F5]As of October 17, 2003, OEP Holding Corporation ("OEPH") may be deemed to own beneficially and indirectly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock by virtue of its ownership of a majority of the outstanding membership interests of One Equity. OEPH disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- [F6]As of October 17, 2003, Bank One Investment Corporation ("BOIC") may be deemed to own beneficially and indirectly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock by virtue of its ownership of all of the capital stock of OEPH. BOIC disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- [F7]As of October 17, 2003, Banc One Capital Corporation ("BOCC") may be deemed to own beneficially and indirectly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock by virtue of its ownership of all of the capital stock of BOIC. BOCC disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- [F8]As of October 17, 2003, Banc One Financial Corporation ("BOFC") may be deemed to own beneficially and indirectly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock by virtue of its ownership of all of the capital stock of BOCC. BOFC disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- [F9]As of October 17, 2003, Bank One Corporation ("Bank One") may be deemed to own beneficially and indirectly 12,547,331 shares of Common Stock and no warrants to purchase shares of Common Stock by virtue of its ownership of all of the capital stock of BOFC. Bank One disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
Documents
Issuer
TALKPOINT COMMUNICATIONS INC
CIK 0000944310
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001266714
Filing Metadata
- Form type
- 4
- Filed
- Oct 20, 8:00 PM ET
- Accepted
- Oct 21, 10:49 AM ET
- Size
- 19.8 KB