4//SEC Filing
TPG SAC ADVISORS III CORP 4
Accession 0000903423-04-001076
CIK 0001137789other
Filed
Dec 12, 7:00 PM ET
Accepted
Dec 13, 7:35 PM ET
Size
8.4 KB
Accession
0000903423-04-001076
Insider Transaction Report
Form 4
TPG SAC ADVISORS III CORP
10% Owner
Transactions
- Sale
Futures Contract (obligation to sell)
2004-12-09$16.62/sh−30,000,000$498,600,000→ 30,000,000 total(indirect: See Explanation of Responses)Exercise: $16.62From: 2005-06-10Exp: 2005-06-10→ Common Shares (30,000,000 underlying)
Footnotes (4)
- [F1]On December 9, 2004, New SAC entered into a forward sale agreement with Goldman Sachs Financial Markets, L.P. relating to 30,000,000 shares of Seagate Technology's common shares, par value $0.00001 per share (the "Shares"). The arrangement is reflected in Table II as a futures contract. Subject to the terms of the forward sale agreement, New SAC has agreed to deliver the Shares to Goldman Sachs Financial Markets, L.P.
- [F2]TPG SAC Advisors III Corp. ("Advisors III") is the general partner of TPG SAC GenPar III, L.P. ("SAC GenPar"), which is the general partner of SAC Investments, L.P. ("SAC Investments"), which owns approximately 22% of total outstanding ordinary shares of New SAC (together with SAC GenPar and SAC Investments, the "TPG Entities"). New SAC is the parent company of the Issuer and directly held the Issuer's common shares ("Common Shares") reported herein. Pursuant to Rule 16a-1(a)(2)(ii)(B) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Advisors III is deemed to be the beneficial owner of Common Shares beneficially owned by the TPG Entities only to the extent of the greater of its direct or indirect interest in the profits or capital accounts of such entities.
- [F3]Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that Advisor III is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities beneficially owned by the TPG Entities in excess of such amount.
- [F4]David Bonderman, James G. Coulter and William S. Price III are shareholders (the "Shareholders") of Advisors III. James Coulter is also a director of the Issuer. Pursuant to Rule 16a-1(a)(2)(ii)(B) of the Exchange Act, each Shareholder may be deemed to be the beneficial owner of the Common Shares owned by the TPG Entities only to the extent of the greater of his direct or indirect interest in the profits or capital accounts of such entities. Pursuant to Rule 16a-1(a)(4) of the Exchange Act, this filing shall not be deemed an admission that each Shareholder is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities beneficially owned by the TPG Entities in excess of such amount.
Documents
Issuer
SEAGATE TECHNOLOGY
CIK 0001137789
Entity typeother
Related Parties
1- filerCIK 0001209764
Filing Metadata
- Form type
- 4
- Filed
- Dec 12, 7:00 PM ET
- Accepted
- Dec 13, 7:35 PM ET
- Size
- 8.4 KB