3//SEC Filing
CG Subsidiary Holdings L.L.C. 3
Accession 0000899243-20-001072
CIK 0001752474other
Filed
Jan 12, 7:00 PM ET
Accepted
Jan 13, 4:42 PM ET
Size
14.7 KB
Accession
0000899243-20-001072
Insider Transaction Report
Form 3
KLDiscovery Inc.NONE
CG Subsidiary Holdings L.L.C.
10% Owner
Holdings
- (indirect: See footnotes)
Contingent Shares
→ Common Stock (1,264,166 underlying) - 19,996,804(indirect: See footnotes)
Common Stock
Footnotes (5)
- [F1]Includes 18,261,123 shares held of record by CEOF II DE I AIV, L.P. ("CEOF II DE"), 1,658,789 shares held of record by CEOF II Coinvestment (DE), L.P. ("CEOF II Coinvestment") and 76,892 shares held of record by CEOF II Coinvestment B (DE), L.P. ("CEOF II Coinvestment B," and together with CEOF II DE and CEOF II Coinvestment, the "CEOF Funds").
- [F2]Following an internal reorganization and by reason of the relationships described below, the reporting person may be deemed to share beneficial ownership of the securities reported herein. The reporting person disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein.
- [F3]Carlyle Group Management L.L.C. holds an irrevocable proxy to vote a majority of the shares of The Carlyle Group Inc., which is a publicly traded entity listed on NASDAQ. The Carlyle Group Inc. is the sole shareholder of Carlyle Holdings I GP Inc., which is the managing member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities reported herein, is the managing member of CG Subsidiary Holdings L.L.C., which is the sole member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the sole member of CEOF II DE GP AIV, L.L.C., which is the general partner CEOF II DE AIV GP, L.P., which is the general partner of each of the CEOF Funds. Accordingly, each of the foregoing entities may be deemed to share beneficial ownership of the securities held of record by the CEOF Funds.
- [F4]Represents shares that may be issued to the CEOF Funds if the closing sale price of Common Stock equals or exceeds $13.50 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations or other similar actions) for any consecutive 20 trading days during the five year period following December 19, 2019.
- [F5]Includes 1,154,439 shares held of record by CEOF II DE, 104,866 shares held of record by CEOF II Coinvestment and 4,861 shares held of record by CEOF II Coinvestment B.
Issuer
KLDiscovery Inc.
CIK 0001752474
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001790577
Filing Metadata
- Form type
- 3
- Filed
- Jan 12, 7:00 PM ET
- Accepted
- Jan 13, 4:42 PM ET
- Size
- 14.7 KB