Filing Details
- Accession Number:
- 0000769993-14-000334
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-03-28 17:38:22
- Reporting Period:
- 2014-03-26
- Filing Date:
- 2014-03-28
- Accepted Time:
- 2014-03-28 17:38:22
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1314223 | Amber Road Inc. | AMBR | Services-Prepackaged Software (7372) | 222590301 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
769993 | Goldman Sachs & Co | 200 West Street New York NY 10282 | No | No | No | No | |
886982 | Goldman Sachs Group Inc | 200 West Street New York NY 10282 | No | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2014-03-26 | 2,987,756 | $0.00 | 2,987,756 | No | 4 | C | Indirect | See footnotes |
Common Stock | Disposition | 2014-03-26 | 674,387 | $12.09 | 2,313,369 | No | 4 | S | Indirect | See footnotes |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | See footnotes |
No | 4 | S | Indirect | See footnotes |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series E Redeemable Convertible Preferred Stock | Disposition | 2014-03-26 | 4,472,671 | $0.00 | 2,987,756 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Indirect |
Footnotes
- This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group.
- Each share of Series E Redeemable Convertible Preferred Stock, no par value, of Amber Road, Inc. (the "Company"), converted automatically, for no additional consideration, into the Company's common stock, $0.001 par value (the "Common Stock"), immediately prior to the closing of the Company's initial public offering (the "Initial Offering") of Common Stock.
- In connection with the Initial Offering of Common Stock of the Company, pursuant to an underwriting agreement (the "Underwriting Agreement") and final prospectus, each dated March 20, 2014, Goldman Sachs, as a selling stockholder, sold 444,602 shares of Common Stock at $12.09 per share, which represents the $13.00 Initial Offering price per share of Common Stock, less the underwriting discount of $0.91 per share of Common Stock. The Initial Offering closed on March 26, 2014.
- Pursuant to the Underwriting Agreement and in connection with the Initial Offering, the underwriters exercised their option (the "Over-Allotment Option") to purchase additional shares of Common Stock from the selling stockholders. The Over-Allotment Option closed simultaneously with the Initial Offering on March 26, 2014. Goldman Sachs sold an additional 229,785 shares of Common Stock pursuant to the underwriters' exercise of the Over-Allotment Option.
- As of March 26, 2014, as a result of the Initial Offering and the exercise of the Over-Allotment Option, Goldman Sachs beneficially owns directly, and GS Group may be deemed to beneficially own indirectly, 2,313,369 shares of Common Stock of the Company. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- The Reporting Persons are no longer beneficial owners of more than 10% of the Common Stock of the Company, and are therefore no longer subject to Section 16 of the Securities Exchange Act of 1934, as amended.