Filing Details

Accession Number:
0001181431-13-008014
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-02-08 17:01:45
Reporting Period:
2012-12-17
Filing Date:
2013-02-08
Accepted Time:
2013-02-08 17:01:45
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1375271 Eloqua Inc. ELOQ Services-Prepackaged Software (7372) 980551177
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1334732 D Bradford Woloson 100 International Drive
Suite 19100
Baltimore MD 21202
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2012-12-17 8,316,251 $0.00 8,316,251 No 4 J Indirect See footnote
Common Stock Disposition 2013-02-08 8,316,251 $0.00 0 No 4 S Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 J Indirect See footnote
No 4 S Indirect See footnote
Footnotes
  1. Represents (i) 6,164,809 shares of the Issuer's common stock ("Common Stock") contributed by JMI Equity Fund IV, L.P. ("Fund IV") to JMI Equity Fund IV Trust ("Fund IV Trust") and 1,541,202 shares of Common Stock contributed by Fund IV to JMI Associates IV Trust ("GP IV Trust") on December 17, 2012 and (ii) 488,192 shares of Common Stock contributed by JMI Equity Fund IV (AI), L.P. ("Fund IV (AI)") to JMI Equity Fund IV (AI) Trust ("Fund IV (AI) Trust") and 122,048 shares of Common Stock contributed by Fund IV (AI) to JMI Associates IV (AI) Trust ("GP IV (AI) Trust", and, together with Fund IV Trust, GP IV Trust and Fund IV (AI) Trust, collectively, the "JMI IV Trusts") on December 17, 2012. Each such contribution described herein was made for no consideration, and was made simultaneously with each of the other contributions described in this footnote. Each such contribution was exempt from Section 16 of the Securities Exchange Act pursuant to Rule 16a-13.
  2. (continued from Footnote 1) The JMI IV Trusts are irrevocable and Mr. Woloson is a beneficiary of the JMI IV Trusts. Mr. Woloson disclaims Section 16 beneficial ownership of the shares held by the JMI IV Trusts and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by the JMI IV Trusts, except to the extent of his pecuniary interest, if any, in the shares held by the JMI IV Trusts by virtue of being a beneficiary of the JMI IV Trusts.
  3. Pursuant to the Agreement and Plan of Merger among the Issuer, OC Acquisition LLC, Oracle Corporation and Esperanza Acquisition Corporation, dated December 19, 2012, each share of the Issuer's common stock will be exchanged for $23.50 in cash, without interest and less any applicable withholding taxes.