|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Scientific Conservation, Inc. 2 BRYANT STREET, SUITE 210 SAN FRANCISCO, CA 94105 |
X |
/s/ Dana DuFrane, Vice President and General Counsel for SCIENERGY, INC. | 08/31/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On June 26, 2011, SCIenergy, Inc., a Delaware corporation (formerly known as Scientific Conservation, Inc.) ("SCI"), Scrabble Acquisition, Inc., a Georgia corporation and a wholly-owned subsidiary of SCI ("Merger Sub"), and Servidyne, Inc. (the "Issuer") entered into an Agreement and Plan of Merger (the "Merger Agreement") pursuant to which, effective August 29, 2011 Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and as a wholly-owned subsidiary of SCI (the "Merger"). |
(2) | Upon the effective time of the Merger, each share of the Issuer's common stock issued and outstanding immediately prior to the effective time of the Merger (other than shares held by the Issuer, SCI, Merger Sub or any of their wholly-owned subsidiaries or by shareholders of the Company who have validly exercised their dissenters' rights under Georgia law) was cancelled and converted into the right to receive $3.50 in cash. |
(3) | Based on 3,674,358 shares outstanding as of July 20, 2011, as reported by the Issuer on its form 8-K filed on August 31, 2011. |