AI assistant
DigitalBridge Group, Inc. — Director's Dealing 2017
Jan 13, 2017
31578_dirs_2017-01-12_d17859f7-46bb-4752-9b48-c03c3ddcdf32.zip
Director's Dealing
Open in viewerOpens in your device viewer
SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Colony NorthStar, Inc. (CLNS)
CIK: 0001679688
Period of Report: 2017-01-10
Reporting Person: Somers John A. (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2017-01-10 | Class A Common Stock | A | 42960 | — | Acquired | 42960 | Direct |
| 2017-01-10 | 8.50% Series F Preferred Stock | A | 500 | — | Acquired | 500 | Direct |
Footnotes
F1: Pursuant to the terms of that certain Agreement and Plans of Merger, dated as of June 2, 2016 (as amended by the two separate letter agreements dated July 28, 2016 and October 16, 2016, respectively, the "Merger Agreement"), by and among NorthStar Asset Management Group Inc. ("NSAM"), Colony Capital, Inc., ("Colony"), NorthStar Realty Finance Corp., Colony NorthStar, Inc. (formerly known as New Polaris Inc.) ("Colony NorthStar"), New Sirius Inc., NorthStar Realty Finance Limited Partnership, Sirius Merger Sub-T, LLC and New Sirius Merger Sub, LLC, at the effective time of the merger of Colony into Colony NorthStar ("Merger"), each share of Colony class A common stock converted into the right to receive 1.4663 shares of Colony NorthStar's class A common stock, subject to immaterial adjustments due to rounding and/or fractional shares.
F2: On the effective date of the Merger, the closing price of Colony's class A common stock was $21.52 per share, and the closing price of Colony NorthStar's class A common stock (as successor issuer of NSAM under Rule 12g-3(a) of the Securities Exchange Act of 1934, as amended) was $15.84 per share.
F3: Pursuant to the Merger Agreement, each share of Colony series A preferred stock converted into the right to receive one share of the Colony NorthStar's 8.50% Series F Cumulative Redeemable Perpetual Preferred Stock having preferences, conversion and other rights, voting powers, restrictions, limitations as to dividend, qualification and terms and conditions of redemption substantially similar to those of Colony's series A preferred stock.