Filing Details

Accession Number:
0000899243-18-026842
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-10-16 19:41:38
Reporting Period:
2018-10-13
Accepted Time:
2018-10-16 19:41:38
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1038222 Reis Inc. REIS Services-Business Services, Nec (7389) 133926898
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1059556 Moodys Corp /De/ 7 World Trade Center
250 Greenwich Street
New York NY 10007
No No Yes 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 2018-10-13 11,570,797 $23.00 14,128,253 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
Footnotes
  1. Pursuant to the terms of the Agreement and Plan of Merger, dated as of August 29, 2018, (the "Merger Agreement"), by and among Reis, Inc. ("Issuer"), Moody's Corporation ("Parent") and Moody's Analytics Maryland Corp. ("Merger Sub"), Merger Sub conducted a tender offer (the "Offer") for all of the issued and outstanding shares of common stock, par value $0.02 per share (the "Shares") of the Issuer at a price of $23.00 per Share, net to the holder in cash, without interest and less any applicable withholding taxes. The Offer period expired at 11:59 p.m., Eastern Time, on October 12, 2018 (the "Expiration Time"), at which time approximately 9,800,276 Shares were validly tendered and not validly withdrawn (excluding Shares with respect to which notices of guaranteed delivery were delivered). Immediately after the Expiration Time, such Shares were accepted for purchase and payment by Merger Sub in accordance with the terms of the Offer.
  2. On October 15, 2018, Parent acquired the Issuer pursuant to the Merger Agreement. In accordance with the Merger Agreement, Merger Sub, a wholly-owned subsidiary of Parent, was merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. Under the Merger Agreement, at the effective time of the Merger, each remaining outstanding Share not accepted in the Offer, other than Shares held by Parent, the Issuer or any of their respective subsidiaries, was cancelled and converted into the right to receive $23.00 in cash.
  3. Prior to the Merger, a wholly-owned subsidiary of Issuer held 2,557,456 Shares.