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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 |
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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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Carlyle Group Management L.L.C. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE. NW, SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
X | |||
TC Group Cayman Investment Holdings, L.P. C/O INTERTRUST CORPORATE SERVICES, 190 ELGIN AVENUE GEORGE TOWN, GRAND CAYMAN, E9 KY1-9005 |
X | |||
TC Group Cayman Investment Holdings Sub L.P. C/O INTERTRUST CORPORATE SERVICES 190 ELGIN AVENUE GEORGE TOWN, GRAND CAYMAN, E9 KY1-9005 |
X | |||
CEP III Managing GP Holdings, Ltd. C/O INTERTRUST CORPORATE SERVICES 190 ELGIN AVENUE GEORGE TOWN, GRAND CAYMAN, E9 KY1-9005 |
X | |||
CEP III Managing GP, L.P. C/O THE CARLYLE GROUP 50 LOTHIAN RD., FESTIVAL SQUARE EDINBURGH, X0 EH3 9WJ |
X | |||
CEP III Participations, S.a.r.l. SICAR 2, AVENUE CHARLES DE GAULLE LUXEMBOURG, N4 L -1653 |
X | |||
Carlyle Group L.P. 1001 PENNSYLVANIA AVE. NW, SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
X | |||
Carlyle Holdings II GP L.L.C. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE. NW, SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
X | |||
Carlyle Holdings II L.P. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE. NW, SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
X | |||
Carlyle Europe Partners III, L.P. C/O THE CARLYLE GROUP PENNSYLVANIA AVE. NW, SUITE 220 SOUTH WASHINGTON, DC 20004-2505 |
X |
Carlyle Group Management L.L.C., By: /s/ Daniel A. D'Aniello, Chairman | 08/04/2016 | |
**Signature of Reporting Person | Date | |
The Carlyle Group L.P., By: Carlyle Group Management L.L.C., its general partner, By: /s/ Daniel A. D'Aniello, Chairman | 08/04/2016 | |
**Signature of Reporting Person | Date | |
Carlyle Holdings II GP L.L.C., By: The Carlyle Group L.P., its managing member, By: Carlyle Group Management L.L.C., its general partner, By: /s/ Daniel A. D'Aniello, Chairman | 08/04/2016 | |
**Signature of Reporting Person | Date | |
Carlyle Holdings II L.P., By: /s/ Daniel A. D'Aniello, Chairman | 08/04/2016 | |
**Signature of Reporting Person | Date | |
TC Group Cayman Investment Holdings, L.P., By: Carlyle Holdings II, L.P., its general partner, By: /s/ Daniel A. D'Aniello, Chairman | 08/04/2016 | |
**Signature of Reporting Person | Date | |
TC Group Cayman Investment Holdings Sub L.P., By: TC Group Cayman Invesment Holdings, L.P., its general partner, By: Carlyle Holdings II, L.P., its general partner, By: /s/ Daniel A. D'Aniello, Chairman | 08/04/2016 | |
**Signature of Reporting Person | Date | |
CEP III Managing GP Holdings, Ltd., By: /s/ David Pearson | 08/04/2016 | |
**Signature of Reporting Person | Date | |
CEP III Managing GP, L.P., By: David Pearson for and on behalf of CEP III Managing GP Holdings, Ltd., By: /s/ David Pearson | 08/04/2016 | |
**Signature of Reporting Person | Date | |
Carlyle Europe Partners III, L.P., By: David Pearson for and on behalf of CEP III Managing GP Holdings, Ltd., as general partner of CEP III Managing GP,L.P., as GP of Carlyle Europe Partners III, L.P., By: /s/ David Pearson | 08/04/2016 | |
**Signature of Reporting Person | Date | |
CEP III Participations, S.a r.l. SICAR, Represented by Andrew Howlett-Bolton, as Manager and authorized representative of CEP III Managing GP Holdings, Ltd., Manager, By: /s/ Andrew Howlett-Bolton | 08/04/2016 | |
**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) | Prior to the reported transactions, includes: 8,856,991 shares held by Carlyle Partners V SA1 Cayman, L.P. ("CPV SA1"), 7,985,251 shares held by Carlyle Partners V SA2 Cayman, L.P. ("CPV SA2"), 8,195,042 shares held by Carlyle Partners V SA3 Cayman, L.P. ("CPV SA3"), 513,430 shares held by Carlyle Partners V-A Cayman, L.P. ("CPV-A"), 972,771 shares held by CP V Coinvestment A Cayman, L.P. ("CPV Coinvest A"), 116,784 shares held by CP V Coinvestment B Cayman, L.P. ("CPV Coinvest B"), 5,292,850 shares held by Carlyle Coatings Partners, L.P. ("CCP" and, together with CPV SA1, CPV SA2, CPV SA3, CPV-A, CPV Coinvest A and CPV Coinvest B, the "Carlyle Cayman Shareholders") and 9,688,877 shares held by CEP III Participations, S.a r.l. SICAR ("CEP III" and, together with the Carlyle Cayman Shareholders, the "Carlyle Shareholders"). |
(2) | Carlyle Group Management L.L.C. is the general partner of The Carlyle Group L.P., which is a publicly traded entity listed on NASDAQ. The Carlyle Group L.P. is the managing member of Carlyle Holdings II GP L.L.C., which is the general partner of Carlyle Holdings II L.P., which is the general partner of TC Group Cayman Investment Holdings, L.P., which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the sole member of CP V General Partner, L.L.C. and the sole shareholder of CEP III Managing GP Holdings, Ltd. CP V General Partner, L.L.C. is the general partner of TC Group V Cayman, L.P., which is the general partner of each of the Carlyle Cayman Shareholders. CEP III Managing GP Holdings, Ltd. is the general partner of CEP III Managing GP, L.P., which is the general partner of Carlyle Europe Partners III, L.P., which is the sole shareholder of CEP III. |
Remarks: Due to the limitations of the electronic filing system, each of CP V General Partner, L.L.C., TC Group V Cayman, L.P., Carlyle Partners V SA1 Cayman, L.P., Carlyle Partners V SA2 Cayman, L.P., Carlyle Partners V SA3 Cayman, L.P., Carlyle Partners V-A Cayman, L.P., CP V Coinvestment A Cayman, L.P., CP V Coinvestment B Cayman, L.P., Carlyle Coatings Partners, L.P. are filing a separate Form 4. |