0000899243-17-019308.txt : 20170728 0000899243-17-019308.hdr.sgml : 20170728 20170728170333 ACCESSION NUMBER: 0000899243-17-019308 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170726 FILED AS OF DATE: 20170728 DATE AS OF CHANGE: 20170728 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Inman, III Samuel M. CENTRAL INDEX KEY: 0001407209 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36088 FILM NUMBER: 17990761 MAIL ADDRESS: STREET 1: 22541 COMMERCENTRE DRIVE STREET 2: SUITE 250 CITY: LAKE FOREST STATE: CA ZIP: 92630-8870 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Covisint Corp CENTRAL INDEX KEY: 0001563699 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 262318591 STATE OF INCORPORATION: MI FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 26533 EVERGREEN RD., SUITE 500 CITY: SOUTHFIELD STATE: MI ZIP: 48076 BUSINESS PHONE: 2484832000 MAIL ADDRESS: STREET 1: 26533 EVERGREEN RD., SUITE 500 CITY: SOUTHFIELD STATE: MI ZIP: 48076 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-07-26 1 0001563699 Covisint Corp COVS 0001407209 Inman, III Samuel M. 26533 EVERGREEN ROAD SUITE 500 SOUTHFIELD MI 48076 1 1 0 0 PRESIDENT & CEO Common Stock 2017-07-26 4 D 0 163002 2.45 D 0 D Restricted Stock Units 2017-07-26 4 D 0 200000 0.00 A Common Stock 200000 0 D Non-Qualified Stock Option (right to buy) 4.86 2017-07-26 4 D 0 750000 0.00 A Common Stock 750000 0 D On June 5, 2017, Covisint Corporation (the "Issuer") entered in an Agreement and Plan of Merger (the "Merger Agreement"), among Open Text Corporation ("OpenText"), Cypress Merger Sub, Inc., a wholly owned subsidiary of OpenText ("Merger Sub"), and Issuer. Upon completion of the merger of the Issuer and Merger Sub (the "Closing"), the Reporting Person's shares of the Issuer's common stock, stock options and restricted stock units ("RSUs") were converted into the right to receive $2.45 in cash, without interest (the "Merger Consideration"). Pursuant to the Merger Agreement, these RSUs were cancelled and converted into the right to receive the per share Merger Consideration in respect of each share underlying the RSU, subject to, and in accordance with, the terms and conditions applicable to such award. Pursuant to the Merger Agreement, these options were cancelled and converted into the right to receive an amount in cash equal to product of: (i) the excess, if any, of the per share Merger Consideration over the exercise price of such options; and (ii) the number of shares of the Issuer's common stock that may be acquired upon exercise of such options immediately prior to the Closing. /s/ Michael A. Sosin, as Attorney-in-Fact for Samuel M. Inman, III 2017-07-27