SEC Form 4 · accession 0001209191-15-025379
Endurance International Group Holdings, Inc. · EIGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
WARBURG PINCUS & CO.
Director · 10% Owner
WARBURG PINCUS LLC
10% Owner
Joseph P. Landy
10% Owner
Charles R Kaye
10% Owner
Warburg Pincus X, L.P.
Director · 10% Owner
Warburg Pincus X GP L.P.
Director · 10% Owner
Warburg Pincus Private Equity X, L.P.
Director · 10% Owner
Warburg Pincus Partners GP LLC
Director · 10% Owner
Warburg Pincus Partners, L.P.
Director · 10% Owner
WPP GP LLC
Director · 10% Owner
Period of report
Mar 11, 2015
Accepted (ET)
Mar 11, 2015 · 7:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001237746
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.0001 par value per share ("Common Stock")F1,F3,F4,F5,F6 | Mar 11, 2015 | S | 6,677,371 | $19.00 | D | 35,122,844 | D | |
| Common StockF2,F4,F5,F6 | Mar 11, 2015 | S | 2,390,715 | $19.00 | D | 12,575,112 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to an Underwriting Agreement, dated March 6, 2015 (the "Underwriting Agreement"), by and among Endurance International Group Holdings, Inc., a Delaware corporation (the "Issuer"), the selling stockholders named in Schedule I thereto and Credit Suisse Securities (USA) LLC, as underwriter, Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WP X"), and Warburg Pincus X Partners, L.P., a Delaware limited partnership ("WP X Partners," together with WP X, the "WP X Funds"), agreed to sell 6,470,373 and 206,998 shares of Common Stock, respectively, in a registered offering of the Issuer that closed on March 11, 2015 (the "Offering"). The material terms of the Offering are described in the final prospectus, dated March 6, 2015, filed by the Issuer with the U.S. Securities and Exchange Commission on March 10, 2015.
- F2Represents the number of shares of Common Stock of the Issuer that WP Expedition Co-Invest L.P., a Delaware limited partnership ("WP Co-Invest"), agreed to sell in the Offering pursuant to the Underwriting Agreement.
- F3Represents shares of Common Stock of the Issuer held by the following entities: 34,034,036 by WP X and 1,088,808 by WP X Partners.
- F4Warburg Pincus X, L.P., a Delaware limited partnership ("WP X LP"), is the general partner of WP X and WP X Partners. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP"), is the general partner of WP X LP. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP X GP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP and the general partner of WP Co-Invest. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP") is the general partner of WP Partners. (Continued in Footnote 5)
- F5Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Warburg Pincus LLC, a New York limited liability company ("WP LLC" and together with the WP X Funds, WP Co-Invest, WP X LP, WP X GP, WPP GP, WP Partners, WP Partners GP and WP, the "Warburg Pincus Entities"), is the manager of the WP X Funds. Charles R. Kaye and Joseph P. Landy are each Managing General Partners of WP and Managing Members and Co-Chief Executive Officers of WP LLC and may be deemed to control the Warburg Pincus Entities. Each of Messrs. Kaye and Landy, together with the Warburg Pincus Entities are collectively referred to herein as the "Warburg Pincus Reporting Persons."
- F6Each Warburg Pincus Reporting Person disclaims beneficial ownership with respect to any shares of Common Stock of the Issuer, except to the extent of its or his pecuniary interest in such shares of Common Stock. The WP X Funds, WP X LP, WP X GP, WPP GP, WP Partners, WP Partners GP and WP are directors-by-deputization solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. Information with respect to each Warburg Pincus Reporting Person is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person.
Remarks
Due to the limitations on the number of Reporting Persons allowed on Form 4, each of Warburg Pincus X Partners, L.P., WP Expedition Co-Invest L.P., and their respective affiliates, who may each be deemed to hold beneficial ownership in the shares of Common Stock, reports such beneficial ownership on a separate Form 4. Form 1 of 3.