3//SEC Filing
TRADESTATION GROUP INC 3
Accession 0001181431-11-037112
CIK 0001111559operating
Filed
Jun 15, 8:00 PM ET
Accepted
Jun 16, 9:41 PM ET
Size
7.9 KB
Accession
0001181431-11-037112
Insider Transaction Report
Form 3
Felix 2011 Acquisition Sub, Inc.
10% Owner
Holdings
- 52,552,128(indirect: By Felix 2011 Acquisition Sub, Inc.)
Common Stock, par value $0.01 per share
MONEX GROUP, INC.
10% Owner
Holdings
- 52,552,128(indirect: By Felix 2011 Acquisition Sub, Inc.)
Common Stock, par value $0.01 per share
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of April 20, 2011 (the "Merger Agreement"), among Monex Group, Inc. ("Monex"), Felix 2011 Acquisition Sub, Inc. ("Purchaser"), a wholly-owned direct subsidiary of Monex, and TradeStation Group, Inc. ("TradeStation"), on May 10, 2011, Purchaser commenced a tender offer (the "Offer") to purchase all issued and outstanding shares of common stock (the "Shares") of TradeStation at $9.75 per Share, in cash, net to the seller, without interest and subject to any required withholding taxes (the "Offer Price"). (Continued on footnote 2)
- [F2]The Offer expired at 12:00 midnight, New York City time, at the end of the day on June 7, 2011. On June 8, 2011, Purchaser accepted for payment all Shares that were validly tendered and not properly withdrawn in connection with the Offer (an aggregate of 32,238,029 Shares (including Shares tendered pursuant to the guaranteed delivery procedures)). On June 8, 2011, Purchaser exercised the top-up option under the Merger Agreement to purchase on June 10, 2011, 12,369,184 newly-issued Shares at the Offer Price. Pursuant to the Merger Agreement, on June 10, 2011, Monex effected a merger (the "Merger") of Purchaser with and into TradeStation in accordance with Section 607.1104 of the Florida Business Corporation Act, effectively acquiring the remainder of the outstanding Shares at the Offer Price of $9.75 per Share.
- [F3]The Shares were owned directly by Purchaser and were cancelled in connection with the Merger. The Shares may also be deemed to be indirectly beneficially owned by Monex.
Documents
Issuer
TRADESTATION GROUP INC
CIK 0001111559
Entity typeoperating
IncorporatedFL
Related Parties
1- filerCIK 0001111559
Filing Metadata
- Form type
- 3
- Filed
- Jun 15, 8:00 PM ET
- Accepted
- Jun 16, 9:41 PM ET
- Size
- 7.9 KB