0000899243-15-004454.txt : 20150903
0000899243-15-004454.hdr.sgml : 20150903
20150903172009
ACCESSION NUMBER: 0000899243-15-004454
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150903
FILED AS OF DATE: 20150903
DATE AS OF CHANGE: 20150903
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PMFG, Inc.
CENTRAL INDEX KEY: 0001422862
STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569]
IRS NUMBER: 510661574
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0627
BUSINESS ADDRESS:
STREET 1: 14651 NORTH DALLAS PARKWAY
STREET 2: SUITE 500
CITY: DALLAS
STATE: TX
ZIP: 75254
BUSINESS PHONE: (214) 357-6181
MAIL ADDRESS:
STREET 1: 14651 NORTH DALLAS PARKWAY
STREET 2: SUITE 500
CITY: DALLAS
STATE: TX
ZIP: 75254
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BURLAGE PETER J
CENTRAL INDEX KEY: 0001189324
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34156
FILM NUMBER: 151092760
MAIL ADDRESS:
STREET 1: 2819 WALNUT HILL LANE
CITY: DALLAS
STATE: TX
ZIP: 75229
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-09-03
1
0001422862
PMFG, Inc.
PMFG
0001189324
BURLAGE PETER J
14651 NORTH DALLAS PARKWAY
DALLAS
TX
75254
0
1
0
0
Chief Executive Officer
Common Stock
2015-09-03
4
D
0
187971
D
0
D
Restricted Stock Unit
2015-09-03
4
D
0
67773
D
Common Stock
67773
0
D
The shares were cancelled upon completion of PMFG, Inc.'s merger (the "Merger") with and into a wholly-owned subsidiary of CECO Environmental Corp. ("CECO"). Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 3, 2015, among PMFG, Inc. (the "Company"), CECO, Top Gear Acquisition Inc., and Top Gear Acquisition II LLC, each issued and outstanding share of Company common stock was cancelled and converted into the right to receive either (a) 0.6456 shares of CECO common stock, plus cash (without interest) in lieu of any fraction share of CECO common stock that would otherwise be issued or (b) $6.85 in cash, without interest, for each share of Company common stock, depending on the consideration election made by the reporting person and subject to cash/stock elections and the proration procedures set forth in the Merger Agreement.
Pursuant to the Merger Agreement, upon completion of the Merger, each outstanding restricted stock unit became fully vested and automatically cancelled and converted into the right to receive $6.85, without interest, per share of Company common stock subject to such restricted stock unit.
/s/ Ronald L. McCrummen as attorney-in-fact
2015-09-03