| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
RURAL/METRO CORP /DE/ [ RURL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/27/2010 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, par value $0.01 | 01/27/2010 | P | 45,900 | A | $5.5 | 2,662,899 | D(1)(2)(3) | |||
| Common Stock, par value $0.01 | 01/28/2010 | P | 6,500 | A | $5.5 | 2,669,399 | D(1)(2)(3) | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. As of the date of this filing, Falck Danmark A/S, a limited liability company organized under the laws of Denmark ("Falck Danmark"), is the owner of 2,669,399 shares of common stock, par value $0.01 per share (the "Common Stock") of Rural/Metro Corporation (the "Issuer"). |
| 2. Due to their relationships with Falck Danmark or each other, Falck A/S, a limited liability company organized under the laws of Denmark ("Falck AS"); Falck Holding A/S, a limited liability company organized under the laws of Denmark ("Falck Holding"); Nordic Capital V Limited, a company registered in Jersey, Channel Islands ("Nordic Capital V"); and Nordic Capital V Alpha Limited, a company registered in Jersey, Channel Islands ("Nordic Capital V Alpha"), may be deemed to beneficially own the shares held by Falck Danmark. |
| 3. Neither the filing of this Form 4 nor any of its contents shall be deemed to constitute an admission that Falck AS, Falck Holding, Nordic Capital V and Nordic Capital V Alpha are, for the purposes of Sections 13(d), 13(g) or 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or for any other purpose, the beneficial owners of any securities. Pursuant to Rule 13d-4 of the Act, Falck AS, Falck Holding, Nordic Capital V and Nordic Capital V Alpha disclaim beneficial ownership of the shares of the Issuer held by Falck Danmark. Falck AS, Falck Holding, Nordic Capital V and Nordic Capital V Alpha do not have or share a pecuniary interest in the shares of the Issuer held by Falck Danmark for purposes of Rule 16a-1(a)(2) under the Act. |
| Thomas Hinrichsen, General Counsel, Vice President, Falck Danmark A/S | 01/29/2010 | |
| Thomas Hinrichsen, General Counsel, Vice President, Falck A/S | 01/29/2010 | |
| Thomas Hinrichsen, General Counsel, Vice President, Falck Holding A/S | 01/29/2010 | |
| Lynda Elliott, Director, Nordic Capital V Limited | 01/29/2010 | |
| Lynda Elliott, Director, Nordic Capital V Alpha Limited | 01/29/2010 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||