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Fluent, Inc. — Director's Dealing 2009
Nov 4, 2009
34456_dirs_2009-11-03_aa1f97d3-27fb-44df-8915-465ab39fecbd.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: ID ARIZONA CORP. (IDI)
CIK: 0001460329
Period of Report: 2009-10-30
Reporting Person: Fried Robert N (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2009-10-30 | Ordinary Shares, par value $0.0001 per share | A | 3172 | — | Acquired | 623672 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2009-10-30 | Warrant | $7.8815 | A | 793 | Disposed | 2012-10-30 | Ordinary Shares (793) | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Warrant | $6.00 | Common Shares (593000) | 593000 | Direct |
Footnotes
F1: The ordinary shares were issued in connection with a conversion of a certain promissory note held by Mr. Fried in connection with an interim financing provided to SearchMedia International Limited. The number of ordinary shares issued was determined by dividing the principal amount of the notes by 7.8815.
F2: On October 30, 2009, Ideation Acquisition Corp. merged with and into ID Arizona Corp., a wholly-owned subsidiary of Ideation Acquisition Corp. Immediately thereafter, ID Arizona Corp. became a Cayman Islands exempted company named SearchMedia Holdings Limited, pursuant to a conversion and continuation procedure under Arizona and Cayman Islands law. As a result, the holders of Ideation Acquisition Corp. securities became holders of securities of SearchMedia Holdings Limited. Also on October 30, 2009, Ideation Acquisition Corp. completed a business combination with SearchMedia International Limited.
F3: 793 warrants were issued in connection with a conversion of a certain promissory note held by Mr. Fried in connection with an interim financing provided to SearchMedia International Limited. The number of warrants issued was determined by multiplying the number of ordinary shares issued by 0.25.
F4: The warrants are immediately exercisable.
F5: The warrants will expire at 5:00pm New York City time, on November 19, 2011 or earlier upon redemption.