0001179110-16-022172.txt : 20160324
0001179110-16-022172.hdr.sgml : 20160324
20160324165542
ACCESSION NUMBER: 0001179110-16-022172
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160322
FILED AS OF DATE: 20160324
DATE AS OF CHANGE: 20160324
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RealD Inc.
CENTRAL INDEX KEY: 0001327471
STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663]
IRS NUMBER: 770620426
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 100 NORTH CRESCENT DRIVE
STREET 2: SUITE 200
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90210
BUSINESS PHONE: (310) 385-4000
MAIL ADDRESS:
STREET 1: 100 NORTH CRESCENT DRIVE
STREET 2: SUITE 200
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90210
FORMER COMPANY:
FORMER CONFORMED NAME: Real D
DATE OF NAME CHANGE: 20050518
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Marcoly Anthony
CENTRAL INDEX KEY: 0001634731
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34818
FILM NUMBER: 161527763
MAIL ADDRESS:
STREET 1: C/O REALD INC. 100 N. CRESCENT DR.
STREET 2: SUITE 200
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90210
4
1
edgar.xml
FORM 4 -
X0306
4
2016-03-22
1
0001327471
RealD Inc.
RLD
0001634731
Marcoly Anthony
100 N. CRESCENT DR. SUITE 200
BEVERLY HILLS
CA
90210
0
1
0
0
President, Worldwide Cinema
Common Stock
2016-03-22
4
D
0
3283
11.00
D
0
D
Performance Stock Units
2016-03-22
4
D
0
17519
D
Common Stock
17519
0
D
Performance Stock Units
2016-03-22
4
D
0
31250
D
Common Stock
31250
0
D
On November 8, 2015 RealD Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Rhombus Cinema Holdings, LLC, a Delaware limited liability company ("Purchaser") and Rhombus Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Purchaser ("Merger Sub"), pursuant to which Merger Sub merged (the "Merger") with and into the Company, with the Company surviving the Merger and becoming a wholly owned subsidiary of Purchaser as a result of the Merger that became effective on March 22, 2016. Pursuant to the Merger Agreement, each share of Company common stock issued and outstanding immediately prior to the effective time of the Merger (the "Effective Time"), was cancelled and converted automatically into the right to receive a cash payment equal to $11.00 in cash, without interest less any applicable tax withholding.
Represents previously unearned performance stock units. Pursuant to the Merger Agreement, as of the Effective Time, each performance stock unit, whether vested or unvested, was cancelled in exchange for the right to receive an amount in cash equal to the product of (i) the number of shares of the Company's common stock issuable upon conversion of such performance stock unit paid out at 100% of target multiplied by (ii) $11.00, less any applicable tax withholding.
Vivian Yang, Attorney-in-Fact for Anthony Marcoly
2016-03-23