0001140361-14-046395.txt : 20141223 0001140361-14-046395.hdr.sgml : 20141223 20141223214007 ACCESSION NUMBER: 0001140361-14-046395 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141219 FILED AS OF DATE: 20141223 DATE AS OF CHANGE: 20141223 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MEDIA GENERAL INC CENTRAL INDEX KEY: 0000216539 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 540850433 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 E FRANKLIN ST CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8048875000 MAIL ADDRESS: STREET 1: 333 E FRANKLIN ST CITY: RICHMOND STATE: VA ZIP: 23219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CARSON ROYAL W III CENTRAL INDEX KEY: 0001221836 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06383 FILM NUMBER: 141308411 MAIL ADDRESS: STREET 1: C/O CARSON PRIVATE CAPITAL, INC. STREET 2: 500 VICTORY PLAZA EAST, 3030 OLIVE ST. CITY: DALLAS STATE: TX ZIP: 75219 4 1 doc1.xml FORM 4 X0306 4 2014-12-19 0 0000216539 MEDIA GENERAL INC MEG 0001221836 CARSON ROYAL W III 333 EAST FRANKLIN STREET RICHMOND VA 23219 1 0 0 0 Voting Common Stock (no par value) 2014-12-19 4 A 0 0 A 0 D Voting Common Stock (no par value) 2014-12-19 4 A 0 0 A 0 I See footnote Employee Stock Option (right to buy) 2.45 2014-12-19 4 A 0 10741 A 2021-12-08 Voting Common Stock (no par value) 0 10741 D Employee Stock Option (right to buy) 4.489 2014-12-19 4 A 0 7724 A 2022-12-06 Voting Common Stock (no par value) 0 7724 D On December 19, 2014, Media General, Inc. ("Media General", formerly Mercury New Holdco, Inc.), MGOC, Inc. ("MGOC", formerly Media General, Inc.) and Lin Media LLC ("Lin") consummated a business combination transaction (the "Merger") as a result of which MGOC, Inc. and Lin Media LLC each became a direct wholly owned subsidiary of Media General. Pursuant to the Merger, (i) each share of voting common stock of MGOC was converted into one share of voting common stock of Media General ("Voting Common Stock") and (ii) each share representing a limited liability company interest in Lin (each a "LIN Share") was converted into 1.4714 shares of Voting Common Stock. Equity-based awards granted pursuant to MGOC plans and Lin plans that were outstanding immediately prior to the Merger were converted into awards in respect of Voting Common Stock at the closing of the Merger, with each such award continuing to be subject to the same terms and conditions (including applicable vesting requirements and Upon the Merger becoming effective, each LIN Share was converted at the election of the holder thereof, into the right to receive either (i) $25.97 in cash without interest or (ii) 1.4714 shares of Voting Common Stock, subject to the pro-ration procedures as contemplated under the merger agreement. The exact number of Voting Common Stock held by the reporting person following the pro-ration is unknown as of the date hereof; the reporting person will file an amended Form 4 with the exact amount, when known. Held by Carson LIN SBS L.P., a limited partnership whose ultimate general partner is Carson Private Incorporated, of which Mr. Carson is an indirect beneficial owner. /s/ Andrew C. Carington 2014-12-23