Filing Details
- Accession Number:
- 0001209191-20-016142
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2020-03-04 16:43:46
- Reporting Period:
- 2020-02-13
- Accepted Time:
- 2020-03-04 16:43:46
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1365101 | Primo Water Holdings Llc | PRMW | Wholesale-Groceries, General Line (5141) | 300278688 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1521242 | C. Jack Kilgore | 101 North Cherry Street Suite 501 Winston-Salem NC 27101 | Yes | 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 | 2020-02-13 | 5,714 | $2.30 | 156,548 | No | 4 | X | Direct | |
Common Stock | Disposition | 2020-02-13 | 852 | $15.44 | 155,696 | No | 4 | S | Direct | |
Common Stock | Acquisiton | 2020-03-02 | 4,118 | $0.00 | 159,814 | No | 4 | A | Direct | |
Common Stock | Disposition | 2020-03-02 | 159,814 | $0.00 | 0 | No | 4 | D | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | X | Direct | |
No | 4 | S | Direct | |
No | 4 | A | Direct | |
No | 4 | D | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Warrant (right to buy) | Disposition | 2020-02-13 | 5,714 | $0.00 | 5,714 | $2.30 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | 2012-04-30 | 2020-04-30 | No | 4 | X | Direct |
Footnotes
- Represents shares of Common Stock withheld to pay the exercise price upon the cashless exercise of a warrant to purchase Common Stock.
- Represents an award of Common Stock made in connection with the transactions contemplated by the Agreement and Plan of Merger, dated January 13, 2020 by and among Primo Water Corporation, Cott Corporation ("Cott"), Cott Holdings Inc., Fore Acquisition Corporation and Fore Merger LLC (the "Merger Agreement") in compensation for services rendered by the reporting person as a director of the issuer for the period between the issuer's 2019 Annual Meeting of Stockholders and March 2, 2020. The number of shares issued was determined in accordance with the issuer's Amended and Restated Non-Employee Director Compensation Policy.
- Disposed of pursuant to the Merger Agreement, whereby each share of Primo common stock will be exchanged for $5.04 in cash and 0.6549 common shares of Cott, or, at the election of the issuer's stockholders, for $14.00 in cash or 1.0229 common shares of Cott, subject to the proration procedures set forth in the Merger Agreement. The reporting person has agreed to elect to receive all stock consideration for his shares that are being disposed pursuant to the Merger Agreement, subject to the aforementioned proration procedures. On the effective date of the merger, the closing price of Cott's common stock was $14.62.