0000899243-23-019380.txt : 20230921 0000899243-23-019380.hdr.sgml : 20230921 20230921165259 ACCESSION NUMBER: 0000899243-23-019380 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230921 FILED AS OF DATE: 20230921 DATE AS OF CHANGE: 20230921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Birnbaum Jay L. CENTRAL INDEX KEY: 0001827146 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39568 FILM NUMBER: 231269594 MAIL ADDRESS: STREET 1: 3 BALA PLAZA EAST STREET 2: SUITE 502 CITY: BALA CYNWYD STATE: PA ZIP: 19004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Radius Global Infrastructure, Inc. CENTRAL INDEX KEY: 0001810739 STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [6519] IRS NUMBER: 881807259 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3 BALA PLAZA EAST STREET 2: SUITE 502 CITY: BALA CYNWYD STATE: PA ZIP: 19004 BUSINESS PHONE: 610-660-4910 MAIL ADDRESS: STREET 1: 3 BALA PLAZA EAST STREET 2: SUITE 502 CITY: BALA CYNWYD STATE: PA ZIP: 19004 FORMER COMPANY: FORMER CONFORMED NAME: Digital Landscape Group, Inc. DATE OF NAME CHANGE: 20200427 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-09-21 1 0001810739 Radius Global Infrastructure, Inc. RADI 0001827146 Birnbaum Jay L. C/O RADIUS GLOBAL INFRASTRUCTURE, INC. 3 BALA PLAZA EAST, SUITE 502 BALA CYNWYD PA 19004 0 1 0 0 General Counsel 0 Class A Common Stock 2023-09-21 4 A 0 535470 A 657986 D Class A Common Stock 2023-09-21 4 D 0 657986 D 0 D Class B Common Stock 2023-09-21 4 D 0 535470 D 0 D LTIP Units 2023-09-21 4 M 0 535470 D Class A Common Stock 535470 0 D On 09/21/2023 (the "Effective Time"), pursuant to the Agreement and Plan of Merger, dated as of March 1, 2023 (as amended or otherwise modified from time to time, the "Merger Agreement"), by and among Radius Global Infrastructure, Inc., a Delaware corporation (the "Company"), APW OpCo LLC, a Delaware limited liability company ("OpCo"), Chord Parent, Inc., a Delaware corporation ("Parent"), Chord Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub I"), and Chord Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Merger Sub I ("Merger Sub II"), Merger Sub II merged with and into OpCo and Merger Sub I merged with and into the Company. (Continued from Footnote 1) Pursuant to the Merger Agreement, (a) unless otherwise agreed, each share of the Company's Class A Common Stock was converted into the right to receive $15.00 per share in cash (the "Merger Consideration") and (b) each share of the Company's Class B Common Stock was canceled for no consideration. Includes 122,516 restricted shares of Class A Common Stock. Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted share of Class A Common Stock became fully vested and was canceled and converted into the right to receive a cash payment, without interest, equal to the Merger Consideration, which amount will become payable following the Effective Time in accordance with the vesting schedule applicable to the corresponding restricted share of Class A Common Stock. Includes shares of Class B Common Stock that were granted in tandem with a corresponding number of Series A long-term incentive units ("Series A LTIP Unit") and Series C long-term incentive units ("Series C LTIP Unit") in OpCo. Pursuant to the Merger Agreement, at the Effective Time, unless otherwise agreed, each outstanding Series A LTIP Unit, Series C LTIP Unit and Series B long-term incentive unit ("Series B LTIP Unit" and, collectively with Series A LTIP Unit and Series C LTIP Unit, "LTIP Units") vested with all applicable performance conditions deemed satisfied and was canceled and converted into the right to receive a lump-sum cash payment, without interest, equal to the product of the Merger Consideration and the number of shares of Class A Common Stock into which such LTIP Unit was convertible immediately prior to the Effective Time. /s/ Andrew Rosenstein, as Attorney in Fact 2023-09-21