4//SEC Filing
KKR Group Ltd 4
Accession 0001140361-18-031000
CIK 0000912766other
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 6:30 PM ET
Size
17.0 KB
Accession
0001140361-18-031000
Insider Transaction Report
Form 4
KKR Group Ltd
10% Owner
Transactions
- Other
Class A Common Stock
2018-07-01−8,902,112→ 0 total(indirect: See Footnotes) - Other
Class B Common Stock
2018-07-01−22,889,952→ 0 total(indirect: See Footnotes)→ Class A Common Stock (22,889,952 underlying) - Other
Class A Common Stock
2018-07-01−97,496→ 0 total(indirect: See Footnote) - Other
Class B Common Stock
2018-07-01−952,623→ 0 total(indirect: See Footnotes)→ Class A Common Stock (952,623 underlying)
KKR Group Holdings L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2018-07-01−8,902,112→ 0 total(indirect: See Footnotes) - Other
Class A Common Stock
2018-07-01−97,496→ 0 total(indirect: See Footnote) - Other
Class B Common Stock
2018-07-01−952,623→ 0 total(indirect: See Footnotes)→ Class A Common Stock (952,623 underlying) - Other
Class B Common Stock
2018-07-01−22,889,952→ 0 total(indirect: See Footnotes)→ Class A Common Stock (22,889,952 underlying)
Footnotes (8)
- [F1]Pursuant to an internal reorganization in connection with the conversion of KKR & Co. L.P., a Delaware limited partnership, into a Delaware corporation named KKR & Co. Inc., which became effective on July 1, 2018, KKR & Co. L.P. contributed all of its interests in two wholly-owned subsidiaries, KKR Group Holdings L.P. and KKR Group Limited, to a newly formed and wholly-owned subsidiary, KKR Group Holdings Corp., and KKR Group Holdings L.P. and KKR Group Limited were liquidated. KKR Group Holdings L.P. and KKR Group Limited are filing this "exit" Form 4 to report that they are no longer beneficial owners of securities of Laureate Education, Inc. (the "Issuer"). KKR Group Holdings Corp. is separately filing a Form 3 to report beneficial ownership of securities of the Issuer in connection with the above reorganization. This internal reorganization did not involve any purchase or sale of securities of the Issuer.
- [F2]KKR 2006 Fund (Overseas), Limited Partnership directly holds these shares of Class A Common Stock of the Issuer ("Class A Common Stock").
- [F3]KKR Partners II (International), L.P. directly holds these shares of Class A Common Stock. KKR PI-II GP Limited is the general partner of KKR Partners II (International), L.P.
- [F4]Each share of Class B Common Stock ("Class B Common Stock") of the Issuer is convertible into one share of Class A Common Stock upon the election of the holder or upon transfer, subject to the terms of the Issuer's Amended and Restated Certificate of Incorporation.
- [F5]Shares of Class B Common Stock are held directly by Wengen Alberta, Limited Partnership ("Wengen"). Wengen Investments Limited ("Wengen GP") is the general partner of Wengen. Certain investors, including, but not limited to, certain investment funds and other persons affiliated with or managed by Kohlberg Kravis Roberts & Co. L.P., Cohen Private Ventures, LLC, Bregal Investments, Inc., StepStone Group LP, Sterling Fund Management, LLC and Snow Phipps Group, LLC (collectively, the "Wengen Investors") have interests in the Issuer through Wengen. The Reporting Persons and certain of the other Wengen Investors have designated representatives who serve as the members of the board of directors of Wengen GP.
- [F6]KKR 2006 Fund (Overseas), Limited Partnership may be deemed to indirectly beneficially own these shares of Class B Common Stock by virtue of the limited partnership interests it holds in Wengen.
- [F7]KKR Partners II (International), L.P. may be deemed to indirectly beneficially own these shares of Class B Common Stock by virtue of the limited partnership interests it holds in Wengen. KKR PI-II GP Limited is the general partner of KKR Partners II (International), L.P.
- [F8]KKR Associates 2006 (Overseas), Limited Partnership is the general partner of KKR 2006 Fund (Overseas), Limited Partnership. KKR 2006 Limited is the general partner of KKR Associates 2006 (Overseas), Limited Partnership. KKR Fund Holdings L.P. is the sole shareholder of KKR 2006 Limited. KKR Fund Holdings GP Limited is a general partner of KKR Fund Holdings L.P. Prior to the reorganization, KKR Group Holdings L.P. was the general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited and KKR Group Limited was the general partner of KKR Group Holdings L.P.
Documents
Issuer
LAUREATE EDUCATION, INC.
CIK 0000912766
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001472695
Filing Metadata
- Form type
- 4
- Filed
- Jul 1, 8:00 PM ET
- Accepted
- Jul 2, 6:30 PM ET
- Size
- 17.0 KB