0000899243-18-014784.txt : 20180601
0000899243-18-014784.hdr.sgml : 20180601
20180601190253
ACCESSION NUMBER: 0000899243-18-014784
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180530
FILED AS OF DATE: 20180601
DATE AS OF CHANGE: 20180601
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bowers Alan J
CENTRAL INDEX KEY: 0001503849
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36412
FILM NUMBER: 18876553
MAIL ADDRESS:
STREET 1: 7501 WISCONSIN AVENUE
STREET 2: SUITE 1200
CITY: BETHESDA
STATE: MD
ZIP: 20814
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: La Quinta Holdings Inc.
CENTRAL INDEX KEY: 0001594617
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 901032961
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 909 HIDDEN RIDGE
STREET 2: SUITE 600
CITY: IRVING
STATE: TX
ZIP: 75038
BUSINESS PHONE: (214)492-6600
MAIL ADDRESS:
STREET 1: 909 HIDDEN RIDGE
STREET 2: SUITE 600
CITY: IRVING
STATE: TX
ZIP: 75038
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-05-30
1
0001594617
La Quinta Holdings Inc.
LQ
0001503849
Bowers Alan J
C/O LA QUINTA HOLDINGS INC.
909 HIDDEN RIDGE, SUITE 600
IRVING
TX
75038
1
0
0
0
Common Stock
2018-05-30
4
D
0
7519
16.80
D
0
D
Restricted Stock Units
2018-05-30
4
D
0
686
16.80
D
Common Stock
686
0
D
Restricted Stock Units
2018-05-30
4
D
0
2904
16.80
D
Common Stock
2904
0
D
Restricted Stock Units
2018-05-30
4
D
0
3499
16.80
D
Common Stock
3499
0
D
On May 30, 2018, Wyndham Worldwide Corporation, a Delaware corporation ("Buyer"), acquired the Issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, Buyer and WHG BB Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Buyer ("Merger Sub"), dated as of January 17, 2018 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Buyer (the "Merger").
This amount reflects the number of securities after giving effect to the 1:2 reverse stock split (the "Reverse Stock Split") effective immediately prior to the effective time of the Merger (the "Effective Time").
At the Effective Time, each outstanding share of the Issuer's common stock (other than certain excluded shares) automatically converted into the right to receive $16.80 in cash per share after giving effect to the Reverse Stock Split, without interest and after giving effect to any required withholding taxes (the "Merger Consideration").
Each restricted stock unit ("RSU") represents a contingent right to receive one share of Issuer common stock.
These RSUs were to vest on June 11, 2018.
Immediately prior to the Effective Time, each outstanding RSU automatically vested and was cancelled, and the holder received for each RSU an amount in cash, less any applicable withholding taxes, equal to the product of (i) the number of shares of Issuer common stock subject to the RSU multiplied by (ii) the Merger Consideration.
These RSUs were to vest in two equal annual installments on June 11, 2018 and June 11, 2019.
These RSUs were to vest in three equal annual installments on June 11, 2018, June 11, 2019 and June 11, 2020.
/s/ Mark M. Chloupek, as Attorney-in-fact
2018-06-01