0001209191-21-063088.txt : 20211105 0001209191-21-063088.hdr.sgml : 20211105 20211105145157 ACCESSION NUMBER: 0001209191-21-063088 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211105 FILED AS OF DATE: 20211105 DATE AS OF CHANGE: 20211105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Adelson Scott Joseph CENTRAL INDEX KEY: 0001360042 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35013 FILM NUMBER: 211384099 MAIL ADDRESS: STREET 1: 1930 CENTURY PARK WEST CITY: LOS ANGELES STATE: CA ZIP: 90067 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QAD INC CENTRAL INDEX KEY: 0001036188 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770105228 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 100 INNOVATION PLACE CITY: SANTA BARBARA STATE: CA ZIP: 93108 BUSINESS PHONE: 8055666000 MAIL ADDRESS: STREET 1: 100 INNOVATION PLACE CITY: SANTA BARBARA STATE: CA ZIP: 93108 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-11-05 1 0001036188 QAD INC QADA, QADB 0001360042 Adelson Scott Joseph 1930 CENTURY PARK WEST LOS ANGELES CA 90067 1 0 0 0 Class A Common Stock 2021-11-05 4 D 0 59672 D 0 D Class B Common Stock 2021-11-05 4 D 0 6267 D 0 D Disposition pursuant to Agreement and Plan of Merger, dated as of June 27, 2021 (the "Merger Agreement") by and among Issuer, Project Quick Parent, LLC, a Delaware limited liability company ("Parent"), and Project Quick Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into Issuer (the "Merger"), with Issuer surviving the Merger as a wholly owned subsidiary of Parent. In the Merger, each share of Issuer's Class A Common Stock and Class B Common Stock (together, the "Shares") (other than Shares issued and held by Issuer or any of its direct or indirect wholly owned subsidiaries immediately prior to the Merger effective time, Shares owned by Parent, Merger Sub or any of their respective direct or indirect wholly owned subsidiaries immediately prior to the Merger effective time, Rollover Shares and Dissenting Shares (each as defined in Issuer's proxy statement)), issued and outstanding immediately prior to the Merger effective time was cancelled and converted into the right to receive from Parent $87.50 per share in cash, without interest and less any applicable withholding taxes, subject to and in accordance with the terms and conditions of the Merger Agreement. /s/ Scott J. Adelson 2021-11-05