4//SEC Filing
PLATINUM EQUITY LLC 4
Accession 0000899243-20-003381
CIK 0001682745other
Filed
Feb 4, 7:00 PM ET
Accepted
Feb 5, 6:26 PM ET
Size
30.2 KB
Accession
0000899243-20-003381
Insider Transaction Report
Form 4
PLATINUM EQUITY LLC
Director10% Owner
Transactions
- Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote) - Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
PE Greenlight Holdings, LLC
Director10% Owner
Transactions
- Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying) - Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum Equity Investment Holdings IV Manager, LLC
Director10% Owner
Transactions
- Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote) - Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum InvestCo (Cayman), LLC
Director10% Owner
Transactions
- Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote) - Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum Equity Partners IV, L.P.
Director10% Owner
Transactions
- Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying) - Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum Equity InvestCo, L.P.
Director10% Owner
Transactions
- Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote) - Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum Equity Investment Holdings IC (Cayman), LLC
Director10% Owner
Transactions
- Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote) - Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum Equity Capital Partners IV, L.P.
Director10% Owner
Transactions
- Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying) - Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum Equity Investment Holdings IV, LLC
Director10% Owner
Transactions
- Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote) - Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Platinum Equity Partners IV, LLC
Director10% Owner
Transactions
- Exercise of In-Money
Class A common stock, par value $0.0001 per share
2020-02-03$15.50/sh+2,500,000$38,750,000→ 24,239,744 total(indirect: See footnote) - Exercise of In-Money
Earnout Rights
2020-02-03−2,500,000→ 0 total(indirect: See footnotes)Exp: 2023-10-17→ Class A common stock, par value $0.0001 per share (2,500,000 underlying)
Holdings
- 3,540,344
Class A common stock, par value $0.0001 per share
Footnotes (7)
- [F1]On February 3, 2020, PE Greenlight Holdings, LLC ("PE Greenlight") received 2,500,000 shares of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Shares"), in connection with the settlement of the earnout rights described in Table II, which such earnout rights were acquired by PE Greenlight on the Closing Date (as defined below). Pursuant to an "earn-out" provision in that certain Agreement and Plan of Merger by and among the Issuer, AM Merger Sub I, Inc., AM Merger Sub II, LLC, Greenlight Holding II Corporation ("Greenlight") and PE Greenlight, in its capacity as the Stockholder Representative (as amended, the "Merger Agreement") related to the Issuer's business combination with Greenlight on October 17, 2018 (the "Closing Date"),
- [F2](Continued from Footnote 1) PE Greenlight became irrevocably entitled on the Closing Date to receive a one-time issuance of 2,500,000 Class A Shares (the "Earn-Out Shares") if (i) the volume weighted average closing sale price of one Class A Share on Nasdaq for a period of at least 10 days out of 20 consecutive trading days at any time during the five-year period following the Closing Date (the "Average Share Price") is greater than $15.50 or (ii) upon the occurrence of certain change of control events during the five-year period following the Closing Date, as further described in the Merger Agreement, if any such event results in the holders of Issuer's Class A Shares receiving a per share price equal to or in excess of $15.50 per share. As a result of the Average Share Price being greater than $15.50, on February 3, 2020 PE Greenlight acquired an additional 2,500,000 Class A Shares as required pursuant to the Merger Agreement.
- [F3]Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
- [F4]Securities held directly by PE Greenlight. Platinum Equity Capital Partners IV, L.P. ("PECP IV") holds a majority membership interest in PE Greenlight and may be deemed to beneficially own the Issuer securities beneficially owned by PE Greenlight. Platinum Equity Partners IV, L.P. ("PEP IV LP") is the general partner of PECP IV and may be deemed to beneficially own the Issuer securities beneficially owned by PECP IV. Platinum Equity Partners IV, LLC ("PEP IV LLC") is the general partner of PEP IV LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEP IV LP. Platinum Equity Investment Holdings IV, LLC ("PEIH IV") is the sole member of PEP IV LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PEP IV LLC.
- [F5](Continued from Footnote 4) Platinum Equity Investment Holdings IV Manager, LLC ("PEIH IV Manager") is the sole manager of PEIH IV and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IV. Platinum Equity InvestCo, L.P. ("PEI LP") owns all of the economic interests in PEIH IV and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IV. Platinum Equity Investment Holdings IC (Cayman), LLC ("PEIH IC LLC") is the general partner of PEI LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEI LP. Platinum Equity Investment Holdings, LLC ("PEIH LLC") is the sole member of PEIH IC LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IC LLC. Platinum InvestCo (Cayman), LLC ("PI LLC") holds a controlling interest in PEI LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEI LP.
- [F6](Continued from Footnote 5) Platinum Equity, LLC ("Platinum Equity") is the sole member of PEIH IV Manager and PEIH LLC and may be deemed to beneficially own the Issuer securities beneficially owned by each of PEIH IV Manager and PEIH LLC. Platinum Equity and Tom Gores, together, hold a controlling interest in PI LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PI LLC. Tom Gores is the Chairman and Chief Executive Officer of Platinum Equity and may be deemed to beneficially own the Issuer securities beneficially owned by Platinum Equity. Mr. Gores disclaims beneficial ownership of all Issuer securities beneficially owned by each of the foregoing entities except to the extent of any pecuniary interest therein.
- [F7]Tom Gores is the Chairman and Chief Executive Officer of Platinum Equity and may be deemed to beneficially own the Issuer securities beneficially owned by Platinum Equity. Mr. Gores disclaims beneficial ownership of all Issuer securities beneficially owned by Platinum Equity except to the extent of any pecuniary interest therein.
Issuer
VERRA MOBILITY Corp
CIK 0001682745
Entity typeother
Related Parties
1- filerCIK 0001228754
Filing Metadata
- Form type
- 4
- Filed
- Feb 4, 7:00 PM ET
- Accepted
- Feb 5, 6:26 PM ET
- Size
- 30.2 KB