SEC Form 4 · accession 0000919574-16-011948
Everpure, Inc. · P
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
TIGER GLOBAL MANAGEMENT LLC
10% Owner
Charles P Coleman III
10% Owner
Scott L Shleifer
10% Owner
Lee Fixel
10% Owner
Period of report
Mar 15, 2016
Accepted (ET)
Mar 17, 2016 · 4:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001474432
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2,F3 | Mar 15, 2016 | C | 4,208,676 | — | A | 4,208,676 | D | |
| Class A Common StockF1,F7,F4 | Mar 15, 2016 | C | 4,208,676 | — | A | 5,208,676 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF5,F6 | — | Mar 15, 2016 | C | 4,208,676 | D | Mar 15, 2016 | Mar 15, 2016 | Class A Common Stock | 0 | 0 | D |
Explanation of responses
- F1The Class A Common Stock was converted from Class B Common Stock of the Issuer on a 1:1 basis.
- F2The Class A Common Stock is held in the account of Tiger Global Private Investment Partners VII, L.P. ("PIP VII"). Tiger Global PIP Management VII, Ltd. ("Management VII"), Tiger Global PIP Performance VII, L.P. ("Performance VII"), Tiger Global Management, LLC ("Tiger Global"), Charles P. Coleman, III ("Coleman"), Scott Shleifer ("Shleifer"), and Lee Fixel ("Fixel"), may each be deemed to be the beneficial owner of these shares by virtue of (i) Performance VII being the general partner of PIP VII, (ii) Management VII being the general partner of Performance VII, (iii) Tiger Global being the management company of PIP VII, (iv) Coleman being the director of Management VII and a partner and a portfolio manager of Tiger Global, and (v) Shleifer and Fixel each being a partner and portfolio manager of Tiger Global.
- F3Each of Management VII, Performance VII, Tiger Global, Coleman, Shleifer and Fixel disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein, and affirmatively disclaim being a "group" for purposes of Section 16 of the Exchange Act.
- F4The Class A Common Stock are held in the accounts of private investment funds managed by Tiger Global and may be deemed to be beneficially owned by Tiger Global, Coleman, Shleifer and Fixel. Each of Tiger Global, Coleman, Shleifer and Fixel disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
- F5The Class B Common stock were converted to Class A Common Stock of the Issuer on a 1:1 basis.
- F6The Class B Common Stock was held in the account of PIP VII. Management VII, Performance VII, Tiger Global, Coleman, Shleifer, and Fixel may each be deemed to have been the beneficial owner of these shares by virtue of (i) Performance VII being the general partner of PIP VII, (ii) Management VII being the general partner of Performance VII, (iii) Tiger Global being the management company of PIP VII, (iv) Coleman being the director of Management VII and a partner and a portfolio manager of Tiger Global, and (v) Shleifer and Fixel each being a partner and portfolio manager of Tiger Global. Each of Management VII, Performance VII, Tiger Global, Coleman, Shleifer and Fixel disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein, and affirmatively disclaim being a "group" for purposes of Section 16 of the Exchange Act.
- F7The transaction reported on this Form 4 is solely related to the conversion of Class B Common Stock of the Issuer held by the Reporting Persons to Class A Common Stock of the Issuer on a 1:1 basis. The Reporting Persons have not entered into any other transactions in connection with the Issuer's securities since the date of the Reporting Persons' last filing pursuant to Section 16 of the Exchange Act.