0001140361-24-035705.txt : 20240805 0001140361-24-035705.hdr.sgml : 20240805 20240805142336 ACCESSION NUMBER: 0001140361-24-035705 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240805 FILED AS OF DATE: 20240805 DATE AS OF CHANGE: 20240805 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAMEL IRA J CENTRAL INDEX KEY: 0001259060 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38880 FILM NUMBER: 241174252 MAIL ADDRESS: STREET 1: C/O THE HAIN CELESTIAL GROUP, INC. STREET 2: 1111 MARCUS AVENUE CITY: LAKE SUCCESS STATE: NY ZIP: 11042 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Whole Earth Brands, Inc. CENTRAL INDEX KEY: 0001753706 STANDARD INDUSTRIAL CLASSIFICATION: SUGAR & CONFECTIONERY PRODUCTS [2060] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 125 S. WACKER DRIVE STREET 2: SUITE 1250 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312.8403005 MAIL ADDRESS: STREET 1: 125 S. WACKER DRIVE STREET 2: SUITE 1250 CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: Act II Global Acquisition Corp. DATE OF NAME CHANGE: 20190321 FORMER COMPANY: FORMER CONFORMED NAME: ELLENOFF GROSSMAN & SCHOLE DATE OF NAME CHANGE: 20190321 FORMER COMPANY: FORMER CONFORMED NAME: Act II Global Acquisition Corp. DATE OF NAME CHANGE: 20180920 4 1 form4.xml FORM 4 X0508 4 2024-08-05 true 0001753706 Whole Earth Brands, Inc. FREE 0001259060 LAMEL IRA J C/O WHOLE EARTH BRANDS, INC. 125 S. WACKER DRIVE, SUITE 1250 CHICAGO IL 60606 true false Common Stock 2024-08-05 4 D 0 190405 D 0 D On August 5, 2024, the parties to the agreement of merger, dated February 12, 2024 (the "Merger Agreement"), by and among Whole Earth Brands, Inc. (the "Company"), Ozark Holdings, LLC ("Parent") and Sweek Oak Merger Sub, LLC ("Merger Sub"), completed the transactions contemplated thereby, pursuant to which Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly-owned subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of the Company's common stock ("Common Stock") outstanding immediately prior to the Effective Time was cancelled and automatically converted into the right to receive cash in an amount equal to $4.875 per share, without interest, and subject to any applicable withholding taxes. Includes 15,971 shares of Common Stock subject to a restricted stock award. Pursuant to the Merger Agreement, at the Effective Time, each share of Common Stock subject to a restricted stock award became immediately fully vested (and subject to any applicable tax withholding on such acceleration) and treated as a share of Common Stock issued and outstanding immediately prior to the Effective Time. /s/ Ira J. Lamel, by Ira W. Schlussel, as Attorney-in-Fact 2024-08-05