0000897101-22-000561.txt : 20220525
0000897101-22-000561.hdr.sgml : 20220525
20220525144353
ACCESSION NUMBER: 0000897101-22-000561
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220524
FILED AS OF DATE: 20220525
DATE AS OF CHANGE: 20220525
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SMITH PHILIP IRVING
CENTRAL INDEX KEY: 0001235464
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-05005
FILM NUMBER: 22962072
MAIL ADDRESS:
STREET 1: 4503 BROWNDALE AVENUE
CITY: EDINA
STATE: MN
ZIP: 55424
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: INTRICON CORP
CENTRAL INDEX KEY: 0000088790
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670]
IRS NUMBER: 231069060
STATE OF INCORPORATION: PA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1260 RED FOX ROAD
CITY: ARDEN HILLS
STATE: MN
ZIP: 55112
BUSINESS PHONE: 6516369770
MAIL ADDRESS:
STREET 1: 1260 RED FOX ROAD
CITY: ARDEN HILLS
STATE: MN
ZIP: 55112
FORMER COMPANY:
FORMER CONFORMED NAME: SELAS CORP OF AMERICA
DATE OF NAME CHANGE: 19920703
4
1
ownership.xml
X0306
4
2022-05-24
1
0000088790
INTRICON CORP
IIN
0001235464
SMITH PHILIP IRVING
C/O INTRICON CORPORATION
1260 RED FOX ROAD
ARDEN HILLS
MN
55112
1
0
0
0
Common Stock
2022-05-24
4
D
0
12203
D
4124
D
Common Stock
2022-05-24
4
D
0
4124
D
0
D
Option to Purchase
5.85
2022-05-24
4
D
0
3333
D
2026-04-28
Common Stock
3333
0
D
Option to Purchase
8.80
2022-05-24
4
D
0
6667
D
2027-04-27
Common Stock
6667
0
D
Disposed of pursuant to an Agreement and Plan of Merger, dated as of February 27, 2022 (the "Merger Agreement") by and among the Issuer, IIN Holding Company Inc., a Delaware corporation ("Parent"), and IC Merger Sub Inc., a Pennsylvania corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. Each share of common stock exchanged in the Merger will receive cash of $24.25 per
Disposed of pursuant to a rollover agreement between the reporting person and IIN Holdings LLC, a Delaware limited liability company and the majority equity holder of Parent ("Holdings"), entered into in connection with the Merger Agreement, in exchange for equity interests of Holdings having an equivalent value as of the effective date of the Merger based on the consideration payable in the Merger of $24.25 per share.
Pursuant to the Merger Agreement, each option to purchase common stock was canceled in exchange for a cash payment of $24.25 per share less the exercise per share price of the option. All options were fully vested at the time the Merger Agreement was signed.
/s/ Scott Longval, attorney-in-fact
2022-05-25