CCP III Cayman GP Ltd. 4
4 · GoHealth, Inc. · Filed Jul 21, 2020
Insider Transaction Report
Form 4
GoHealth, Inc.GOCO
CCP III Cayman GP Ltd.
10% Owner
Transactions
- Disposition to Issuer
Class B Common Stock
2020-07-17−9,572,710→ 80,792,677 total(indirect: See footnotes) - Disposition to Issuer
LLC Interests
2020-07-17$19.95/sh−9,572,710$190,975,565→ 80,792,677 total(indirect: See footnotes)→ Class A Common Stock (9,572,710 underlying)
Footnotes (5)
- [F1]Reflects the cancellation for no consideration of Class B Common Stock in connection with the redemption and conversion of the LLC Interests into shares of Class A Common Stock.
- [F2]Consists entirely of LLC Interests or Class B Common Stock held of record by Blizzard Aggregator, LLC ("Blizzard Aggregator").
- [F3]CCP III Cayman GP Ltd. ("CCP GP") is the general partner of Centerbridge Associates III, L.P. ("Centerbridge Associates"), which is the general partner of each of CCP III AIV VII Holdings, L.P. ("CCP III") and CB Blizzard Co-Invest Holdings, L.P. ("CB Blizzard") and may be deemed to share beneficial ownership over the shares held of record by CCP III and CB Blizzard. CCP GP is the sole manager of Blizzard Aggregator and may be deemed to share beneficial ownership over the shares held of record by Blizzard Aggregator. As the directors of CCP GP, Jeffrey H. Aronson and Mark T. Gallogly may be deemed to share beneficial ownership with respect to the shares held by each of CCP III, CB Blizzard and Blizzard Aggregator. Such persons and entities disclaim beneficial ownership of the shares held by each of CCP III, CB Blizzard and Blizzard Aggregator, except to the extent of any proportionate pecuniary interest therein.
- [F4]The LLC Interests may be redeemed by the Reporting Person at any time on or following the closing of the Initial Public Offering ("IPO") for shares of Class A Common Stock on a 1-to-1 basis.
- [F5]As described in the prospectus filed by the Issuer with the Securities and Exchange Commission, upon the closing of the IPO, the Reporting Person redeemed its LLC Interests in exchange for an aggregate consideration of $19.95 per LLC Interest.