0000899243-22-009680.txt : 20220307
0000899243-22-009680.hdr.sgml : 20220307
20220307163126
ACCESSION NUMBER: 0000899243-22-009680
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220303
FILED AS OF DATE: 20220307
DATE AS OF CHANGE: 20220307
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cline Keith A.
CENTRAL INDEX KEY: 0001602129
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38168
FILM NUMBER: 22718479
MAIL ADDRESS:
STREET 1: LA QUINTA HOLDINGS INC.
STREET 2: 909 HIDDEN RIDGE, SUITE 600
CITY: IRVING
STATE: TX
ZIP: 75038
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CorePoint Lodging Inc.
CENTRAL INDEX KEY: 0001707178
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 821497742
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 125 E. JOHN CARPENTER FREEWAY
STREET 2: SUITE 1650
CITY: IRVING
STATE: TX
ZIP: 75062
BUSINESS PHONE: 972-893-3199
MAIL ADDRESS:
STREET 1: 125 E. JOHN CARPENTER FREEWAY
STREET 2: SUITE 1650
CITY: IRVING
STATE: TX
ZIP: 75062
FORMER COMPANY:
FORMER CONFORMED NAME: LQ PropCo Inc.
DATE OF NAME CHANGE: 20170519
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-03-03
1
0001707178
CorePoint Lodging Inc.
CPLG
0001602129
Cline Keith A.
125 E. JOHN CARPENTER FRWY.
STE. 1650
IRVING
TX
75062
1
1
0
0
President & CEO
Common Stock
2022-03-03
4
D
0
1480676
15.99
D
0
D
Restricted Stock Units
2022-03-03
4
A
0
56509
0.00
A
Common Stock
56509
136662
D
Restricted Stock Units
2022-03-03
4
D
0
136662
15.99
D
Common Stock
136662
0
D
Restricted Stock Units
2022-03-03
4
A
0
296521
0.00
A
Common Stock
296521
365431
D
Restricted Stock Units
2022-03-03
4
D
0
365431
15.99
D
Common Stock
365431
0
D
On March 3, 2022, Cavalier Acquisition Owner LP ("Cavalier") acquired the Issuer pursuant to a certain Agreement and Plan of Merger, by and among the Issuer, Cavalier (as assignee of Cavalier Acquisition JV LP) and Cavalier MergerSub LP, a Delaware limited partnership and a wholly owned subsidiary of Cavalier (as assignee of Cavalier) ("Merger Sub") dated as of November 6, 2021 (as amended, modified or assigned, the "Merger Agreement"). In accordance with the Merger Agreement, the Issuer merged with and into Merger Sub, with Merger Sub surviving such merger as a wholly owned subsidiary of Cavalier (the "Merger"). At the effective time of the Merger, each issued and outstanding share of the Issuer's Common Stock (other than certain excluded shares) automatically converted into the right to receive $15.99 per share in cash (the "Merger Consideration"), without interest and subject to applicable withholding tax.
Each performance-based Restricted Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's Common Stock payable in common stock, cash or a combination thereof, subject to adjustment based on the achievement of performance-based vesting criteria.
Pursuant to the Merger Agreement, PSUs became immediately vested and cancelled and entitled the holder to receive an amount of cash equal to the number of shares of Common Stock subject to such PSU immediately prior to the effective time of the Merger (calculated based on the greater of actual performance achieved through the effective time in accordance with the terms of such PSU, and target level performance), multiplied by the Merger Consideration. PSUs acquired represent additional PSUs deemed earned based on the achievement of actual performance above target level performance through the effective time of the Merger as well as additional PSUs which were not required to be included on prior reports prior to the satisfaction of the performance-based vesting conditions.
Represents PSUs granted in 2019 which were originally scheduled to vest based on the achievement of certain total shareholder return performance conditions for the performance period beginning on March 26, 2019 and ending on the third anniversary thereof.
Represents PSUs granted in 2021 which were originally scheduled to vest based on the achievement of (i) certain total shareholder return performance conditions for the performance period beginning on March 23, 2021 and ending on the third anniversary thereof, and (ii) certain other performance conditions based on the sale of certain specified non-core properties.
/s/ Mark M. Chloupek, as Attorney-in-fact
2022-03-07