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Filing Details

Accession Number:: 0001571049-14-000053
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-01-07 16:36:11
Reporting Period:: 2014-01-06

Filing Date:: 2014-01-07
Accepted Time:: 2014-01-07 16:36:11
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1051114	Innotrac Corp	INOC	Services-Business Services, Nec (7389)	581592285

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1011186	Merrick Elfman	C/O 650 Dundee Road Suite 370 Northbrook IL 60062	No	No	Yes	No
1011193	Christopher Ruldolf Saric Hoehn	C/O 650 Dundee Road Suite 370 Northbrook IL 60062	No	No	Yes	No
1072473	L Douglas Becker	C/O 650 Dundee Road Suite 370 Northbrook IL 60062	No	No	Yes	No
1165803	D Eric Becker	C/O 650 Dundee Road Suite 370 Northbrook IL 60062	No	No	Yes	No
1407214	Steven Taslitz	C/O 650 Dundee Road Suite 370 Northbrook IL 60062	No	No	Yes	No
1521327	Sterling Capital Partners Iv, L.p.	650 S. Exeter Street Suite 1000 Baltimore MD 21202	No	No	Yes	No
1592759	Blue Eagle Holdings, L.p.	401 N. Michigan Ave. Suite #3300 Chicago IL 60611	No	No	Yes	No
1592768	Blue Eagle Gp, Llc	401 N. Michigan Ave. Suite #3300 Chicago IL 60611	No	No	Yes	No
1592772	Sc Partners Iv, L.p.	401 N. Michigan Ave. Suite #3300 Chicago IL 60611	No	No	Yes	No
1592773	Sterling Capital Partners Iv, Llc	401 N. Michigan Ave. Suite #3300 Chicago IL 60611	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2014-01-06	6,172,823	$8.20	6,172,823	No	4	P	Direct
Common Stock	Acquisiton	2014-01-06	5,839,462	$8.20	12,012,285	No	4	P	Direct
Common Stock	Acquisiton	2014-01-06	1,233,155	$8.20	13,245,440	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	P	Direct
No	4	P	Direct
No	4	P	Direct

Footnotes

On January 3, 2014, the tender offer by Blue Eagle Holdings, L.P. ("Parent") and Blue Eagle Acquisition Sub, Inc. ("Acquisition Sub") to purchase all of the issued and outstanding shares of common stock of Innotrac Corporation ("Issuer"), at an offer price of $8.20 per share, expired. On January 6, 2013, Acquisition Sub accepted for purchase a total of 6,172,823 shares of Issuer's common stock (which included 22,900 shares of Issuer's common stock tendered by notices of guaranteed delivery).
This Form 4 is filed on behalf of Parent, Acquisition Sub, Blue Eagle GP, LLC, Sterling Capital Partners IV, L.P., SC Partners IV, L.P., Sterling Partners IV, LLC, Douglas L. Becker, Eric D. Becker, Merrick Elfman, R. Christopher Hoehn-Saric and Steven M. Taslitz (such individuals and entities, collectively, the "Reporting Persons"). Following the completion of the tender offer described in Footnote 1 above, the contribution by Mr. Dorfman and related shareholders described in Footnote 4 below and the merger of Acquisition Sub with and into Issuer described in Footnote 5 below, Parent directly owns 100% of the issued and outstanding shares of common stock of Issuer, the surviving corporation in the merger, (continued in footnote 3)
and such shares may be deemed to be beneficially owned by the other Reporting Persons (other than Acquisition Sub) as a result of the relationships between the Reporting Persons set forth in Item 2 of the Schedule 13D filed by the Reporting Persons concurrently herewith. Each of the Reporting Persons (other than Parent) disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or individual, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
On January 6, 2014, Scott D. Dorfman, the Chairman, President and Chief Executive Officer of Issuer, and certain related shareholders contributed 5,839,462 shares of Issuer's common stock to Parent in exchange for 47,883.59 preferred limited partnership units of Parent at a price of $1,000 per preferred unit in Parent (equating to $8.20 per share of common stock of Issuer). Immediately following this contribution, Parent contributed such shares to Acquisition Sub as a contribution to the capital of Acquisition Sub.
On January 6, 2014, Acquisition Sub merged with and into Issuer through a "short-form" merger, without a vote of Issuer's shareholders, pursuant to Section 14-2-1104(a) of the Georgia Business Corporation Code (the "GBCC"), and all remaining publicly held shares (other than shares held in the treasury of Issuer or owned by Parent or Acquisition Sub or held by shareholders who properly demand and perfect dissenters' rights under the GBCC) converted into the right to receive the same $8.20 price per share in cash, without interest and less any applicable withholding tax, that was paid to shareholders who tendered their shares in the tender offer.