0000950142-22-002131.txt : 20220706
0000950142-22-002131.hdr.sgml : 20220706
20220706192109
ACCESSION NUMBER: 0000950142-22-002131
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220706
FILED AS OF DATE: 20220706
DATE AS OF CHANGE: 20220706
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deese Willie A
CENTRAL INDEX KEY: 0001328766
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36486
FILM NUMBER: 221070264
MAIL ADDRESS:
STREET 1: DENTSPLY SIRONA INC
STREET 2: 13320 BALLANTYNE CORPORATE PLACE
CITY: CHARLOTTE
STATE: NC
ZIP: 28277
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CDK Global, Inc.
CENTRAL INDEX KEY: 0001609702
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 465743146
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 1950 HASSELL ROAD
CITY: HOFFMAN ESTATES
STATE: IL
ZIP: 60169
BUSINESS PHONE: 847-397-1700
MAIL ADDRESS:
STREET 1: 1950 HASSELL ROAD
CITY: HOFFMAN ESTATES
STATE: IL
ZIP: 60169
FORMER COMPANY:
FORMER CONFORMED NAME: CDK Global Holdings, LLC
DATE OF NAME CHANGE: 20140902
FORMER COMPANY:
FORMER CONFORMED NAME: Dealer Services Holdings LLC
DATE OF NAME CHANGE: 20140602
4
1
es220267537_4-deese.xml
OWNERSHIP DOCUMENT
X0306
4
2022-07-06
1
0001609702
CDK Global, Inc.
CDK
0001328766
Deese Willie A
1950 HASSELL ROAD
HOFFMAN ESTATES
IL
60169-6308
1
0
0
0
Common Stock
2022-07-06
4
D
0
31684
D
0
D
Option (right to buy)
39.67
2022-07-06
4
D
0
15384
D
Common Stock
15384
0
D
Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), among the Company, Central Parent LLC ("Parent") and Central Merger Sub Inc. ("Merger Sub"), on July 6, 2022, Merger Sub merged with and into the Company, with the Company surviving the merger as a wholly owned subsidiary of Parent (the "Merger"), and, at the effective time of the Merger, each share of common stock, par value $0.01 per share (each, a "Share"), of the Company was canceled and converted into the right to receive $54.87 in cash without interest.
Pursuant to the Merger Agreement, each option outstanding immediately prior to the consummation of the Merger, whether then unvested or vested, by virtue of the Merger and without any action by the holder, was canceled and converted into only the right to receive an amount in cash, without interest, equal to the product of (x) the number of Shares issuable under such option and (y) the excess, if any, of (i) $54.87 over (ii) the exercise price payable in respect of each Share issuable under such option (the "Option Consideration"); provided, however, that the Option Consideration for each option with an exercise price equal to or greater than $54.87 was $0.
/s/ Lee J. Brunz, Power of Attorney
2022-07-06