0000899243-21-001645.txt : 20210112 0000899243-21-001645.hdr.sgml : 20210112 20210112210949 ACCESSION NUMBER: 0000899243-21-001645 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210111 FILED AS OF DATE: 20210112 DATE AS OF CHANGE: 20210112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ellison George G CENTRAL INDEX KEY: 0001634612 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35657 FILM NUMBER: 21524809 MAIL ADDRESS: STREET 1: 402 STRAND STREET CITY: FREDERIKSTED STATE: VI ZIP: 00840-3531 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Front Yard Residential Corp CENTRAL INDEX KEY: 0001555039 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 460633510 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5100 TAMARIND REEF CITY: CHRISTIANSTED STATE: VI ZIP: 00820 BUSINESS PHONE: 340-692-0525 MAIL ADDRESS: STREET 1: 5100 TAMARIND REEF CITY: CHRISTIANSTED STATE: VI ZIP: 00820 FORMER COMPANY: FORMER CONFORMED NAME: Altisource Residential Corp DATE OF NAME CHANGE: 20120726 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-01-11 1 0001555039 Front Yard Residential Corp RESI 0001634612 Ellison George G C/O FRONT YARD RESIDENTIAL CORPORATION 5100 TAMARIND REEF CHRISTIANSTED VI 00820 VIRGIN ISLANDS, U.S. 1 1 0 0 Chief Executive Officer Common Stock 2021-01-11 4 D 0 725046 D 0 D Stock Options 10.04 2021-01-11 4 D 0 300000 D 2023-08-09 Common Stock 300000 0 D Reflects disposition in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of October 19, 2020 (the "Original Agreement"), as amended by the First Amendment to Agreement and Plan of Merger, dated as of November 20, 2020 (the "Amendment" and, together with the Original Agreement, the "Merger Agreement"), by and among the Issuer, Pretium Midway Holdco, LP ("Parent") and Midway AcquisitionCo REIT ("Merger Sub"), pursuant to which the Issuer merged with and into Merger Sub (the "Merger"), with Merger Sub surviving the Merger as a wholly owned subsidiary of Parent, and each share of the Issuer's common stock, par value $0.01 per share (the "Shares" and each, a "Share") issued and outstanding immediately prior to the effective time of the Merger was converted into the right to receive $16.25 per Share in cash without interest and subject to deduction for any required withholding taxes. Includes 286,960 restricted stock units ("RSUs"), which, upon vesting, settle for shares of common stock. In accordance with the terms of the Merger Agreement, at the effective time of the Merger, each of these RSUs (whether vested or unvested) was automatically cancelled in exchange for the right to receive a cash payment in the amount equal to (i) the product of (A) the number of Shares subject to such RSU immediately prior to the effective time of the Merger and (B) $16.25, plus (ii) the value as of the effective time of the Merger of all accrued but unpaid dividend equivalents with respect to such RSU, less any required withholding tax. In accordance with the terms of the Merger Agreement, at the effective time of the Merger, each of these options (whether vested or unvested) was automatically cancelled in exchange for the right to receive a cash payment in the amount equal to the product of (i) the number of Shares subject to such option immediately prior to the effective time of the Merger and (ii) the amount, if any, by which $16.25 exceeds the exercise price per Share subject to such option, less any required withholding taxes. Immediately. /s/ Stephen H. Gray, Attorney-in-Fact 2021-01-12