0000899243-17-019300.txt : 20170728
0000899243-17-019300.hdr.sgml : 20170728
20170728165935
ACCESSION NUMBER: 0000899243-17-019300
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: Yaron Jonathan
CENTRAL INDEX KEY: 0001683944
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36088
FILM NUMBER: 17990714
MAIL ADDRESS:
STREET 1: 301 MAIN STREET, UNIT 16B
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
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
0001683944
Yaron Jonathan
26533 EVERGREEN ROAD
SUITE 500
SOUTHFIELD
MI
48076
1
0
0
0
Restricted Stock Units
2017-07-26
4
D
0
36408
0.00
A
Common Stock
36408
0
D
Non-Qualified Stock Option (right to buy)
2.14
2017-07-26
4
D
0
40000
0.00
A
Common Stock
40000
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 Jonathan Yaron
2017-07-27