KORE Group Holdings (NYSE: KORE) holders dispose 4.85M shares in merger
Rhea-AI Filing Summary
Entities affiliated with ABRY Partners, reported as ten-percent owners of KORE Group Holdings, Inc., indirectly disposed of 4,850,587 shares of Common Stock in connection with the merger of KORE and KONA Merger Sub Co., a wholly owned subsidiary of KONA Parent, L.P. Immediately prior to Closing, ABRY Partners VII, L.P. and ABRY Partners VII Co-Investment Fund, L.P. contributed 4,300,157 and 248,042 shares, respectively, to KONA Parent in exchange for interests in KONA Parent, while each remaining KORE share not held by KONA Parent was cancelled and converted into the right to receive $9.25 per share in cash. Following this issuer-related disposition, the reporting persons show zero KORE shares, and ABRY-related managers and individuals expressly disclaim beneficial ownership beyond their pecuniary interests.
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Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock F1, F2, F3, F4 | 4,850,587 | $9.25 | $44.87M |
Footnotes (4)
- F1. The reported amounts reflect the 1-for-5 reverse stock split effected by the Issuer on July 1, 2024 of its Common stock ("Common Stock").
- F2. The reported securities were disposed of in connection with the consummation ("Closing") of the merger (the "Merger") of Issuer and KONA Merger Sub Co., a wholly owned subsidiary of KONA Parent, L. P. ("Parent"). Immediately prior to Closing, and pursuant to certain voting, support and rollover agreements, ABRY Partners VII, L.P. and ABRY Partners VII Co-Investment Fund, L.P. contributed 4,300,157 and 248,042 shares of Common Stock, respectively, to Parent, in exchange for interests in Parent. Upon Closing, each share of Common Stock not held by Parent was cancelled and converted into the right to receive a cash payment of $9.25 per share.
- F3. ABRY Partners VII, L.P., ABRY Partners VII Co-Investment Fund, L.P., ABRY Investment Partnership, L.P., ABRY Senior Equity IV, L.P. and ABRY Senior Equity Co-Investment Fund IV, L.P. (collectively, the "ABRY Funds") are managed and/or controlled by ABRY Partners, LLC ("ABRY I") and ABRY Partners II, LLC ("ABRY II") and/or their respective affiliates. ABRY I and ABRY II are investment advisors registered with the SEC. Royce Yudkoff, as managing member of ABRY I and sole member of certain of its affiliates, has the right to exercise investment and voting power on behalf of ABRY Investment Partnership, L.P. Peggy Koenig and Jay Grossman, as equal members of ABRY II and of certain of its affiliates, have the right to exercise investment and voting power on behalf of the ABRY Funds.
- F4. Each of ABRY I, ABRY II, Royce Yudkoff, Peggy Koenig and Jay Grossman disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, and the inclusion of the shares reported herein in any Section 16 report by such Reporting Persons shall not be deemed to be an admission of beneficial ownership of the shares reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Key Figures
Key Terms
reverse stock split financial
disposition to issuer financial
voting, support and rollover agreements regulatory
pecuniary interests financial
Section 16 regulatory
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