4//SEC Filing
313 Acquisition LLC 4
Accession 0000899243-20-028081
CIK 0001607716other
Filed
Oct 12, 8:00 PM ET
Accepted
Oct 13, 9:04 PM ET
Size
23.3 KB
Accession
0000899243-20-028081
Insider Transaction Report
Form 4
Blackstone Holdings III L.P.
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
Blackstone Holdings III GP L.P.
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
SCHWARZMAN STEPHEN A
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
Blackstone Group Management L.L.C.
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
Blackstone Capital Partners VI L.P.
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
313 Acquisition LLC
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
BMA VI L.L.C.
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
Blackstone Inc.
10% Owner
Transactions
- Other
Common Stock
2020-10-08−57,917,967→ 0 total(indirect: See Footnotes)
Footnotes (5)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 6, 2020 (the "Merger Agreement"), by and among the Issuer, Sunrun Inc., a Delaware corporation ("Sunrun"), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Sunrun ("Merger Sub"), whereby Merger Sub merged with and into the Issuer with the Issuer surviving the merger as an indirect, wholly-owned subsidiary of Sunrun (the "Merger").
- [F2]At the effective time of the Merger, each share of Issuer Common Stock (except for certain specified shares), converted into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock, less any applicable withholding taxes (the "Merger Consideration"). In connection with the Merger, 313 Acquisition LLC distributed its rights to the Merger Consideration to the members of 313 Acquisition LLC in redemption of such members' interests in 313 Acquisition LLC, and the Merger Consideration will be issued directly by Sunrun to such members on a pro rata basis.
- [F3]Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member.
- [F4]Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- [F5]Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
Documents
Issuer
Vivint Solar, Inc.
CIK 0001607716
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001562390
Filing Metadata
- Form type
- 4
- Filed
- Oct 12, 8:00 PM ET
- Accepted
- Oct 13, 9:04 PM ET
- Size
- 23.3 KB