SEC Form 4 · accession 0001140361-15-037362

· FBP

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Thomas M Hagerty

Director

Period of report

Oct 7, 2015

Accepted (ET)

Oct 9, 2015 · 4:58 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001057706

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F3	Oct 7, 2015	J	10,906	$0.00	D	31,098	D
Common Stock^F1,F3,F4,F5	Oct 7, 2015	J	10,906	$0.00	A	41,865,676	I	See Footnote

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1Shares of the Issuer were issued to the Reporting Person in connection with the Reporting Person's service as a director of the Issuer. Pursuant to the operative agreements for Thomas H. Lee Advisors (Alternative) VI, Ltd. ("Advisors"), THL FBC Equity Investors, L.P. ("FBC Fund"), Thomas H. Lee (Alternative) Fund VI, L.P. ("Fund VI"), Thomas H. Lee (Alternative) Parallel Fund VI, L.P. ("Parallel Fund VI") and Thomas H. Lee (Alternative) Parallel (DT) Fund VI ("DT Fund VI"; together with FBC Fund, Fund VI and Parallel Fund VI, the "Funds"), any securities issued to persons serving as directors of portfolio companies of Fund VI, such as the Issuer, are to be held by THL Managers VI, LLC ("Managers VI"), to the extent permitted by the portfolio company and/or the plan pursuant to which such securities were granted.
F2(Continuation of Footnote 1) - The transfer of the shares by the Reporting Person referred to in this Form 4, and the related indirect acquisition of such shares also reported by the Reporting Person on this Form 4, are being effectuated as required by such operative agreements now that the restrictions on the shares have lapsed.
F3Represents shares of the Issuer held by the Reporting Person directly which are being transferred for no consideration to Managers VI.
F4Represents shares of the Issuer held by the Funds and Managers VI. The Reporting Person is a Managing Director of Advisors. Advisors is the general partner of THL Advisors (Alternative) VI, L.P., which, in turn, is the general partner of each of the Funds. Therefore, the Reporting Person may be deemed to beneficially own the shares of the Issuer owned directly by each of the Funds. The Reporting Person is also a Managing Director of Thomas H. Lee Partners, L.P., which is the managing member of Managers VI.
F5(Continuation of Footnote 4) - Therefore, the Reporting Person may be deemed to beneficially own the shares of the Issuer owned directly by Managers VI. The Reporting Person disclaims beneficial ownership of all shares of the Issuer owned by the Funds and Managers VI, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for the purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interest therein.