0001140361-12-002501.txt : 20120113
0001140361-12-002501.hdr.sgml : 20120113
20120113163548
ACCESSION NUMBER: 0001140361-12-002501
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120113
FILED AS OF DATE: 20120113
DATE AS OF CHANGE: 20120113
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Woo Peter
CENTRAL INDEX KEY: 0001375009
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11735
FILM NUMBER: 12527043
MAIL ADDRESS:
STREET 1: 28958 CRESTRIDGE ROAD
CITY: RANCHO PALOS VERDES
STATE: CA
ZIP: 90275
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: 99 CENTS ONLY STORES
CENTRAL INDEX KEY: 0001011290
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331]
IRS NUMBER: 952411605
STATE OF INCORPORATION: CA
FISCAL YEAR END: 0402
BUSINESS ADDRESS:
STREET 1: 4000 EAST UNION PACIFIC AVENUE
CITY: CITY OF COMMERCE
STATE: CA
ZIP: 90023
BUSINESS PHONE: 3239808145
MAIL ADDRESS:
STREET 1: 4000 EAST UNION PACIFIC AVENUE
CITY: CITY OF COMMERCE
STATE: CA
ZIP: 90023
4
1
doc1.xml
FORM 4
X0304
4
2012-01-13
1
0001011290
99 CENTS ONLY STORES
NYSE: NDN
0001375009
Woo Peter
C/O 99? ONLY STORES
4000 UNION PACIFIC AVENUE
CITY OF COMMERCE
CA
90023
1
0
0
0
Common Stock
2012-01-13
4
D
0
25000
22
D
0
D
Stock Option (right to buy)
18.82
2011-09-07
4
D
0
9000
0
D
2021-09-07
Common Stock
9000
0
D
Stock Option (right to buy)
17.88
2010-09-14
4
D
0
9000
0
D
2020-09-14
Common Stock
9000
0
D
Stock Option (right to buy)
13.52
2009-09-16
4
D
0
9000
0
D
2019-09-16
Common Stock
9000
0
D
Stock Option (right to buy)
10.67
2008-09-23
4
D
0
9000
0
D
2018-09-23
Common Stock
9000
0
D
Stock Option (right to buy)
10.11
2007-11-14
4
D
0
9000
0
D
2017-11-14
Common Stock
9000
0
D
Stock Option (right to buy)
14.17
2007-06-04
4
D
0
3000
0
D
2017-06-04
Common Stock
3000
0
D
Disposed of in connection with the Agreement and Plan of Merger, dated as of October 11, 2011, by and among 99 Cents Only Stores (the "Company"), Number Holdings, Inc., a Delaware corporation ("Parent"), and Number Merger Sub, Inc., a California corporation and a wholly owned subsidiary of Parent ("Merger Sub").
As a result of the merger of Merger Sub with and into the Company (the "Merger"), each share of the Company's common stock, no par value (the "Company common stock"), was converted into the right to receive $22.00 in cash, without interest and less any applicable withholding taxes.
The options were scheduled to become exercisable in three equal annual installments beginning on September 7, 2012, and at the effective time of the Merger, the options became fully vested.
Each outstanding stock option granted under the Company's equity incentive plans that represented the right to acquire Company common stock, whether or not then vested and exercisable, was, as of immediately prior to the effective time of the Merger, fully vested and exercisable contingent on the closing of the Merger and cancelled as of the effective time of the Merger. The holder of the stock option is entitled to receive a cash payment for each share of Company common stock subject to such stock option, equal to the excess, if any, of (i) the $22.00 per share merger consideration over (ii) the option exercise price payable in respect of such share of Company common stock issuable under such stock option, without interest and less any applicable withholding taxes.
This option was cancelled in exchange for a cash payment of $28,620.
The options became exercisable in three equal annual installments beginning on September 14, 2011, and at the effective time of the Merger, the unvested portion became fully vested.
This option was cancelled in exchange for a cash payment of $37,080.
The options became exercisable in three equal annual installments beginning on September 16, 2010, and at the effective time of the Merger, the unvested portion became fully vested.
This option was cancelled in exchange for a cash payment of $76,320.
The options became exercisable in three equal annual installments beginning on September 23, 2009, and at the effective time of the Merger, the unvested portion became fully vested.
This option was cancelled in exchange for a cash payment of $101,970.
The options became exercisable in three equal annual installments beginning on November 14, 2008.
This option was cancelled in exchange for a cash payment of $107,010.
The options became exercisable in three equal annual installments beginning on June 4, 2008.
This option was cancelled in exchange for a cash payment of $23,490.
/s/ Peter Woo
2012-01-13