4//SEC Filing
Silver Lake Group, L.L.C. 4
Accession 0000899243-23-019502
CIK 0001423774other
Filed
Sep 24, 8:00 PM ET
Accepted
Sep 25, 4:48 PM ET
Size
21.6 KB
Accession
0000899243-23-019502
Insider Transaction Report
Form 4
ZUORA INCZUO
SLA Zurich GP, L.L.C.
Director10% Owner
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
SLA Zurich Aggregator, L.P.
Director10% Owner
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
Silver Lake Alpine Associates II, L.P.
Director10% Owner
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
SLA Zurich Holdings, L.P.
Director10% Owner
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
SLAA II (GP), L.L.C.
Director10% Owner
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
Osnoss Joseph
Director
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
SL Alpine II Aggregator GP, L.L.C.
Director10% Owner
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
Silver Lake Group, L.L.C.
Director10% Owner
Transactions
- Award
3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029
2023-09-22$150000000.00/sh(indirect: Held through SLA Zurich Holdings, L.P.)Exercise: $20.00→ Class A Common Stock (7,500,000 underlying)
Footnotes (6)
- [F1]On March 2, 2022, affiliates of the Reporting Persons entered into an Investment Agreement with Zuora, Inc. (the "Issuer") (the "Investment Agreement"), pursuant to which, by joinder thereto, on March 24, 2022, SLA Zurich Holdings purchased $250,000,000 principal amount of 3.95% / 5.50% Convertible Senior PIK Toggle Notes due 2029 (the "Convertible Notes") issued under an indenture governing the Convertible Notes and agreed to purchase an additional $150,000,000 principal amount of Convertible Notes in a subsequent closing on or before 18 months of the Closing Date in accordance with the terms of the Investment Agreement. On September 22, 2023, SLA Zurich Holdings purchased the additional $150,000,000 principal amount of Convertible Notes pursuant to the terms of the Investment Agreement, for an aggregate purchase price of $150,000,000.
- [F2]Represents Convertible Notes held by SLA Zurich Holdings, L.P. ("SLA Zurich Holdings"). SLA Zurich GP, L.L.C. ("SLA Zurich GP") is the general partner of SLA Zurich Holdings.
- [F3]SL Alpine II Aggregator GP, L.L.C. ("SLA Aggregator") is the sole member of SLA Zurich GP and the general partner of SLA Zurich Aggregator, L.P. which separately holds Warrants to purchase shares of Class A Common Stock, $0.0001 par value per share (the "Common Stock") not reflected on this Form 4. Silver Lake Alpine Associates II, L.P. ("SLAA") is the managing member of SLA Aggregator. SLAA II (GP), L.L.C. ("SLAA GP") is the general partner of SLAA. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLAA GP. Mr. Joseph Osnoss serves as a member of the board of directors of the Issuer and is a Managing Partner of SLG. Each of SLA Zurich Holdings, SLA Zurich Aggregator, SLA Zurich GP, SLA Aggregator, SLAA, SLAA GP and SLG may be deemed to be a director by deputization of the Issuer.
- [F4]In accordance with the Investment Agreement, SLA Zurich Holdings is restricted from converting the Convertible Notes prior to September 24, 2023 and the Convertible Notes mature on March 31, 2029, subject to earlier repurchase or conversion in accordance with their terms.
- [F5]This number represents the number of shares of Common Stock issuable upon conversion of the additional $150,000,000 principal amount of Convertible Notes at the initial conversion rate of 50.000 shares of Common Stock, and cash in lieu of fractional shares of Common Stock, per $1,000 principal amount of Convertible Notes. The initial 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 24, 2022, by and between the Issuer and U.S. Bank National Association, as trustee.
- [F6]The conversion rate of 50.000 per $1,000 principal amount of Convertible Notes is equivalent to a conversion price of approximately $20.00 per share of Common Stock.
Documents
Issuer
ZUORA INC
CIK 0001423774
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001418226
Filing Metadata
- Form type
- 4
- Filed
- Sep 24, 8:00 PM ET
- Accepted
- Sep 25, 4:48 PM ET
- Size
- 21.6 KB