3//SEC Filing
SLP IV Seal II Holdings, L.P. 3
Accession 0000899243-19-025777
CIK 0000849399other
Filed
Oct 17, 8:00 PM ET
Accepted
Oct 18, 4:30 PM ET
Size
9.9 KB
Accession
0000899243-19-025777
Insider Transaction Report
Form 3
SYMANTEC CORPSYMC
SLP IV Seal II GP, L.L.C.
Director
Holdings
- (indirect: Held through SLP IV Seal II Holdings, L.P.)
2.500% Convertible Senior Notes due 2021
Exercise: $16.77→ Common Stock (14,908,525 underlying)
SLP IV Seal II Holdings, L.P.
Director
Holdings
- (indirect: Held through SLP IV Seal II Holdings, L.P.)
2.500% Convertible Senior Notes due 2021
Exercise: $16.77→ Common Stock (14,908,525 underlying)
Footnotes (7)
- [F1]The aggregate amount of 2.500% Convertible Senior Notes due 2021 ("Convertible Notes") held by Silver Lake Group, L.L.C. and/or its affiliates has not changed since the date of original acquisition, and is not changing now. This Form 3 is filed by SLP IV Seal II Holdings, L.P. ("Seal II") and SLP IV Seal II GP, L.L.C. ("Seal II LLC") in connection with an internal reorganization of an entity holding the Convertible Notes on behalf of certain investment funds ("SLP Funds").
- [F2]In connection with such internal reorganization, one of the previous direct holders of the Convertible Notes, SLP IV Mustang Holdings, L.P., made an in-kind distribution of Convertible Notes to Seal II. Such transfer did not otherwise represent any change in pecuniary interest of any of the SLP Funds or their affiliates. Not included on this form is $250 million principal amount of Convertible Notes acquired by SLP IV Seal Holdings, L.P. in the original acquisition, which SLP IV Seal Holdings, L.P. continues to hold.
- [F3]Seal II LLC is the general partner of Seal II. Silver Lake Technology Associates IV Cayman, L.P. ("SLTA") is the sole member of Seal II LLC. Silver Lake (Offshore) AIV GP IV, Ltd. ("AIV GP") is the general partner of SLTA. Mr. Kenneth Hao serves as a member of the board of directors of Symantec Corporation (the "Issuer") and a director of AIV GP. Each of Seal II, Seal II LLC, SLTA and AIV GP may be deemed to be a director by deputization of the Issuer.
- [F4]Pursuant to the terms of an investment agreement, dated as of February 3, 2016, the Convertible Notes became convertible by the holder on February 2, 2017, subject to certain exceptions.
- [F5]The Convertible Notes mature on April 1, 2021, subject to earlier redemption, repurchase or conversion in accordance with their terms.
- [F6]Upon conversion of the Convertible Notes, the Issuer will deliver, at its election, cash, shares of the Issuer's common stock ("Common Stock") or a combination of cash and shares of Common Stock. This number represents the number of shares of Common Stock issuable upon conversion of the $250 million principal amount of Convertible Notes if the Issuer elects to settle its conversion obligation solely through shares of Common Stock by delivering a number of shares of Common Stock at the conversion rate of 59.6341 shares of Common Stock, and cash in lieu of fractional shares of Common Stock, per $1,000 principal amount of Convertible Notes. The conversion rate is subject to adjustment from time to time upon the occurrence of certain customary events in accordance with the terms of an indenture, dated as of March 4, 2016, by and between the Issuer and Wells Fargo Bank, National Association, as trustee.
- [F7]The current conversion rate of 59.6341 per $1,000 principal amount of Convertible Notes is equivalent to a conversion price of approximately $16.77 per share of Common Stock.
Documents
Issuer
SYMANTEC CORP
CIK 0000849399
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001790690
Filing Metadata
- Form type
- 3
- Filed
- Oct 17, 8:00 PM ET
- Accepted
- Oct 18, 4:30 PM ET
- Size
- 9.9 KB