SEC Form 4 · accession 0000903423-15-000398
AV Homes, Inc. · AVHI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jun 23, 2015
Accepted (ET)
Jun 23, 2015 · 7:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000039677
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 6.00% Senior Convertible Notes due 2020F2,F1,F3,F4 | — | Jun 23, 2015 | P | — | A | — | — | Common Stock | 1,004,016 | — | I |
Explanation of responses
- F1David Bonderman and James G. Coulter are officers and sole shareholders of TPG Advisors VI, Inc. ("Advisors VI" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the general partner of TPG Aviator, L.P. ("TPG Aviator"), which directly holds the shares of Common Stock, par value $1.00 per share ("Common Stock"), of AV Homes, Inc. (the "Issuer") reported herein and $20,000,000 aggregate principal amount of the Issuer's 6.00% Senior Convertible Notes due 2020 (the "Notes" and, together with the shares of Common Stock reported herein, the "Securities").
- F2The aggregate purchase price paid for the Notes was $20,000,000. The Notes are convertible at the option of the holder into shares of Common Stock of the Issuer, at any time from their issuance on June 23, 2015 until they mature on July 1, 2020 (unless repurchased prior to that date), at an initial conversion rate of 50.2008 shares of Common Stock per $1,000 principal amount of Notes. The initial conversion rate is subject to certain adjustments.
- F3Because of the Reporting Persons' respective relationships to TPG Aviator, the Reporting Persons may be deemed to beneficially own the Securities to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of TPG Aviator. Each Reporting Person disclaims beneficial ownership of the Securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.
- F4Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any Securities beneficially owned in excess of their respective pecuniary interests.
Remarks
(5) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (6) Clive Bode is signing on behalf of both Messrs. Bonderman and Coulter pursuant to authorization and designation letters dated June 19, 2015, which were previously filed with the Securities and Exchange Commission.