Key facts
- This page summarizes Adam D. Portnoy's Form 4 filing for AlerisLife Inc..
- 2 reported transactions and 0 derivative rows are listed below.
- Accepted by SEC: 20 Mar 2023, 09:24.
Adam D. Portnoy - 18 Mar 2023 Form 4 Insider Report for AlerisLife Inc.
- Reporting relationship
- Director
- Issuer ticker
- N/A
- Reported as of
- 18 Mar 2023
- Net transaction value
- +$29,237,045
- SEC form
- 4
- Accepted by SEC
- 20 Mar 2023, 09:24:54 UTC
- Prior SEC filing
- 16 Sep 2022
- Next SEC filing
- 29 Mar 2023
- Source filing
- View source filing
- Reporting owner signature
- /s/ Adam D. Portnoy
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Adam D. Portnoy filed Form 4 for AlerisLife Inc. on 20 Mar 2023.
Change
- Previous filing in this sequence was filed on 16 Sep 2022.
- Current net transaction value: +$29,237,045.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
ALR
transaction
Common Stock
Disposition pursuant to a tender of shares in a change of control transaction
- Transaction value
- $75,105
- Shares
- -57,332
- Change %
- -100%
- Price
- $1.31
- Shares after
- 0
- Date
- 18 Mar 2023
- Ownership
- Direct
ALR
transaction
Common Stock
Purchase
- Transaction value
- $29,312,150
- Shares
- +22,375,687
- Change %
- Price
- $1.31
- Shares after
- 22,375,687
- Date
- 18 Mar 2023
- Ownership
- See Footnote
- Footnotes
- F1, F2
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 2 footnotes
Footnote F1
Pursuant to an Agreement and Plan of Merger dated February 2, 2023, ABP Acquisition 2 LLC ("Purchaser"), a wholly owned subsidiary of ABP Acquisition LLC ("Parent"), a wholly owned subsidiary ABP Trust, commenced a tender offer (the "Offer") to purchase all of the outstanding shares of common stock of AlerisLife Inc. ("ALR") at a purchase price of $1.31 per share. As of the expiration of the Offer at one minute after 11:59 p.m., Eastern Time, on March 17, 2023, 22,375,687 shares had been tendered and not validly withdrawn pursuant to the Offer. Purchaser accepted for purchase all shares tendered and not validly withdrawn pursuant to the Offer.
Footnote F2
This number reflects 1,799,999 shares owned directly by Parent, 172,784 shares owned directly by ABP Trust and 22,375,687 shares that were tendered in the Offer and accepted for purchase on March 18, 2023, and thereupon owned by Purchaser. Following Purchaser's acceptance for purchase of shares tendered in the Offer, on March 20, 2023, Purchaser was merged with and into ALR, with ALR surviving the merger as a wholly owned subsidiary of Parent. Mr. Portnoy, as president, sole trustee and a beneficial owner of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.