0001017712-13-000028.txt : 20130614
0001017712-13-000028.hdr.sgml : 20130614
20130614202219
ACCESSION NUMBER: 0001017712-13-000028
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130612
FILED AS OF DATE: 20130614
DATE AS OF CHANGE: 20130614
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HOT TOPIC INC /CA/
CENTRAL INDEX KEY: 0001017712
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600]
IRS NUMBER: 770198182
STATE OF INCORPORATION: CA
FISCAL YEAR END: 0130
BUSINESS ADDRESS:
STREET 1: 18305 EAST SAN JOSE AVENUE
CITY: CITY OF INDUSTRY
STATE: CA
ZIP: 91748
BUSINESS PHONE: 6268394681
MAIL ADDRESS:
STREET 1: 18305 EAST SAN JOSE AVENUE
CITY: CITY OF INDUSTRY
STATE: CA
ZIP: 91768
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCHUON ANDY
CENTRAL INDEX KEY: 0001249763
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-28784
FILM NUMBER: 13915466
MAIL ADDRESS:
STREET 1: 18305 E SAN JOSE AVENUE
CITY: CITY OF INDUSTRY
STATE: CA
ZIP: 91748
4
1
edgardoc.xml
PRIMARY DOCUMENT
X0306
4
2013-06-12
1
0001017712
HOT TOPIC INC /CA/
HOTT
0001249763
SCHUON ANDY
18305 E. SAN JOSE AVE.
CITY OF INDUSTRY
CA
91748
1
0
0
0
Common Stock
2013-06-12
4
D
0
41992
14
D
0
D
Non-Qualified Stock Option (right to buy)
4.88
2013-06-12
4
D
0
13856
9.12
D
2011-06-08
2020-06-08
Common Stock
13856
0
D
Non-Qualified Stock Option (right to buy)
7.09
2013-06-12
4
D
0
15587
6.91
D
2012-06-07
2021-06-07
Common Stock
15587
0
D
Non-Qualified Stock Option (right to buy)
7.54
2013-06-12
4
D
0
3023
6.46
D
2010-06-09
2019-06-09
Common Stock
3023
0
D
Non-Qualified Stock Option (right to buy)
9.52
2013-06-12
4
D
0
16350
4.48
D
2013-06-05
2020-06-05
Common Stock
16350
0
D
Non-Qualified Stock Option (right to buy)
11.21
2013-06-12
4
D
0
8696
2.79
D
2008-06-14
2017-06-14
Common Stock
8696
2500
D
Non-Qualified Stock Option (right to buy)
11.21
2013-06-12
4
D
0
2500
2.79
D
2008-06-14
2017-06-14
Common Stock
2500
0
D
Non-Qualified Stock Option (right to buy)
13.09
2013-06-12
4
D
0
10231
0.91
D
2007-06-13
2016-06-13
Common Stock
10231
0
D
Non-Qualified Stock Option (right to buy)
20.04
2013-06-12
4
D
0
7500
0
D
2005-06-17
2014-06-17
Common Stock
7500
0
D
Non-Qualified Stock Option (right to buy)
20.67
2013-06-12
4
D
0
7500
0
D
2006-06-15
2015-06-14
Common Stock
7500
0
D
On March 6, 2013, Hot Topic, Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with HT Merger Sub Inc., a California corporation ("Merger Sub") and a wholly owned subsidiary of 212F Holdings LLC, a Delaware limited liability company ("Parent"). On June 12, 2013, pursuant to the Merger Agreement, Merger Sub merged with and into the Company, and the Company continued as the surviving corporation and as a wholly owned subsidiary of Parent (the "Merger"). In connection with the consummation of the Merger, to the extent not previously vested, all outstanding stock and options under the Company's equity incentive plans became vested.
Pursuant to the Merger Agreement, all shares of Company common stock were cancelled and exchanged for merger consideration of $14.00 per share in the Merger.
Pursuant to the Merger Agreement, each option to acquire shares of Company's common stock vested and was cancelled at the effective time of the Merger in exchange for the right to receive a cash amount equal to the number of shares underlying the option multiplied by the difference between the per share merger consideration of $14.00 and the per share exercise price of this option.
The option vests 25% one year after the date of grant and 6.25% at the end of each quarter thereafter.
Pursuant to the Merger Agreement, each option to acquire shares of Company's common stock vested and was cancelled at the effective time of the Merger in exchange for the right to receive a cash amount equal to the number of shares underlying the option multiplied by the excess (if any) of the per share merger consideration of $14.00 over the per share exercise price of this option.
By: George Wehlitz, Attorney in Fact For: Andrew Schuon
2013-06-14