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