SEC Form 4 · accession 0001140361-18-036688
FIRST DATA CORP · FDC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
KKR Associates 2006 LP
10% Owner
KKR 2006 GP LLC
10% Owner
KKR 2006 Fund L.P.
10% Owner
New Omaha Holdings LLC
10% Owner
New Omaha Holdings L.P.
10% Owner
Period of report
Aug 16, 2018
Accepted (ET)
Aug 20, 2018 · 4:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000883980
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F3,F4,F5,F1 | — | Aug 16, 2018 | S | 73,600,000 | D | — | — | Class A Common Stock | 73,600,000 | 364,441,146 | I |
Explanation of responses
- F1Shares of Class B common stock ("Class B Common Stock") of First Data Corporation (the "Issuer") are convertible into shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis at any time at the option of the holder with the prior consent of the Issuer, upon the election of the holders of a majority of the then-outstanding shares of Class B Common Stock, automatically upon any transfer, with certain exceptions, and upon certain other events.
- F2This amount represents the $23.75 per share secondary public offering price in connection with the sale of shares of Class B Common Stock of the Issuer, less the underwriting discount of $0.534375 per share for shares sold pursuant to an underwritten public offering.
- F3Shares of Class B Common Stock are held by New Omaha Holdings L.P.
- F4New Omaha Holdings LLC is the general partner of New Omaha Holdings L.P. KKR 2006 Fund L.P. is the sole member of New Omaha Holdings LLC. KKR Associates 2006 L.P. is the general partner of KKR 2006 Fund L.P. KKR 2006 GP LLC is the general partner of KKR Associates 2006 L.P. KKR Fund Holdings L.P. is the designated member of KKR 2006 GP LLC. KKR Fund Holdings GP Limited is a general partner of KKR Fund Holdings L.P. KKR Group Holdings Corp. is a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLC is the controlling shareholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the designated members of KKR Management LLC. In addition, Messrs. Kravis and Roberts have been designated as managers of KKR 2006 GP LLC by KKR Fund Holdings L.P.
- F5Each of the Reporting Persons may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
Remarks
Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, KKR Fund Holdings L.P., KKR Fund Holdings GP Limited, KKR Group Holdings Corp., KKR & Co. Inc., KKR Management LLC, and Messrs. Kravis and Roberts have filed a separate Form 4.