0000899243-18-024161.txt : 20180910 0000899243-18-024161.hdr.sgml : 20180910 20180910200343 ACCESSION NUMBER: 0000899243-18-024161 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180829 FILED AS OF DATE: 20180910 DATE AS OF CHANGE: 20180910 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Moody's Analytics Maryland Corp. CENTRAL INDEX KEY: 0001752448 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12917 FILM NUMBER: 181063727 BUSINESS ADDRESS: STREET 1: C/O MOODY'S CORPORATION STREET 2: 7 WORLD TRADE CENTER AT 250 GREENWICH ST CITY: NEW YORK STATE: NY ZIP: 10007 BUSINESS PHONE: 212-553-0300 MAIL ADDRESS: STREET 1: C/O MOODY'S CORPORATION STREET 2: 7 WORLD TRADE CENTER AT 250 GREENWICH ST CITY: NEW YORK STATE: NY ZIP: 10007 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MOODYS CORP /DE/ CENTRAL INDEX KEY: 0001059556 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12917 FILM NUMBER: 181063728 BUSINESS ADDRESS: STREET 1: 7 WORLD TRADE CENTER STREET 2: AT 250 GREENWICH STREET CITY: NEW YORK STATE: NY ZIP: 10007 BUSINESS PHONE: 2125530300 MAIL ADDRESS: STREET 1: 7 WORLD TRADE CENTER STREET 2: AT 250 GREENWICH STREET CITY: NEW YORK STATE: NY ZIP: 10007 FORMER NAME: FORMER CONFORMED NAME: DUN & BRADSTREET CORP /DE/ DATE OF NAME CHANGE: 19980728 FORMER NAME: FORMER CONFORMED NAME: NEW DUN & BRADSTREET CORP DATE OF NAME CHANGE: 19980728 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Reis, Inc. CENTRAL INDEX KEY: 0001038222 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 133926898 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS STREET 2: FLOOR 30 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2129211122 MAIL ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS STREET 2: FLOOR 30 CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: WELLSFORD REAL PROPERTIES INC DATE OF NAME CHANGE: 19970423 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-08-29 0 0001038222 Reis, Inc. REIS 0001059556 MOODYS CORP /DE/ 7 WORLD TRADE CENTER 250 GREENWICH STREET NEW YORK 10007 0 0 1 0 0001752448 Moody's Analytics Maryland Corp. 7 WORLD TRADE CENTER 250 GREENWICH STREET NEW YORK 10007 0 0 1 0 Common stock 0 I See Footnotes The Reporting Persons do not beneficially own any equity securities of Reis, Inc. (the "Issuer"). The Reporting Persons are filing this Form 3 solely due to the entry into two Tender and Support Agreements dated as of August 29, 2018 (the "Tender Agreements"), by and among the Reporting Persons and each of (a) Jonathan Garfield, Jonathan T. Garfield 2016 Qualified Annuity Trust and Jonathan Garfield Family Trust in the case of the one Tender and Support Agreement, and (b) Lloyd Lynford, Lloyd N. Lynford 2016 Qualified Annuity Trust and Lloyd N. Lynford 2017 Qualified Annuity Trust in the case of the other Tender and Support Agreement (each of the persons referenced in (a) and (b) above, a "Stockholder"), (Continued from Footnote 1) representing an aggregate of 2,310,769 shares of the Issuer's common stock (which includes 225,000 shares issuable upon the exercise of vested stock options) beneficially owned by the Stockholders, which represent approximately 19.6% of Issuer's total outstanding shares based on 11,810,699 shares outstanding as of August 24, 2018 (which (i) includes 241,000 shares reserved for issuance upon the exercise of outstanding vested stock options and (ii) excludes 2,557,456 shares held by wholly-owned subsidiaries of the Issuer). The Tender Agreements were entered into in connection with the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 29, 2018, by and among the Reporting Persons and the Issuer. For additional information regarding the Tender Agreements and the Merger Agreement, see Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission on September 10, 2018. The Reporting Persons exercise voting power in limited situations over such shares of the Issuer's common stock through the grant of an irrevocable proxy by each of the Stockholders pursuant to the Tender Agreements. The Reporting Persons have no pecuniary interest in any of such shares of the Issuer's common stock. /s/ John J. Goggins, Executive Vice President and General Counsel, on behalf of Moody's Corporation 2018-09-10 /s/ Elizabeth M. McCarroll, Corporate Secretary, on behalf of Moody's Analytics Maryland Corp. 2018-09-10