4//SEC Filing
Musallam Ramzi M 4
Accession 0001140361-21-016851
CIK 0001724670other
Filed
May 10, 8:00 PM ET
Accepted
May 11, 5:15 PM ET
Size
12.7 KB
Accession
0001140361-21-016851
Insider Transaction Report
Form 4
Perspecta Inc.PRSP
SI Organization Holdings LLC
10% Owner
Transactions
- Other
Common Stock
2021-05-06−23,273,341→ 100 total(indirect: See footnotes)
Musallam Ramzi M
Director10% Owner
Transactions
- Other
Common Stock
2021-05-06−23,273,341→ 100 total(indirect: See footnotes)
Veritas Capital Partners IV, L.L.C.
10% Owner
Transactions
- Other
Common Stock
2021-05-06−23,273,341→ 100 total(indirect: See footnotes)
Veritas Capital Fund IV, L.P.
10% Owner
Transactions
- Other
Common Stock
2021-05-06−23,273,341→ 100 total(indirect: See footnotes)
Footnotes (5)
- [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of January 27, 2021 (the "Merger Agreement"), by and among the Issuer, Jaguar ParentCo Inc., a Delaware corporation ("Parent"), and Jaguar Merger Sub Inc., a Nevada corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation of the Merger as a wholly owned subsidiary of Parent (the "Surviving Corporation"). As a result of the Merger, Parent directly holds 100 shares of common stock, par value $0.01 per share, of the Issuer (the "Shares), as the Surviving Corporation, and Ramzi M. Musallam may be deemed to beneficially own such Shares.
- [F2]Consists of the Shares described in Footnote 1.
- [F3]Prior to the consummation of the Merger, (a) KGS Holding LLC, a Delaware limited liability company ("KGS LLC"), was the direct beneficial owner of the reported 4,396,097 shares of Common Stock of the Issuer (the "Fund III Shares") and (b) The SI Organization Holdings LLC, a Delaware limited liability company ("The SI LLC"), was the direct beneficial owner of the reported 18,877,244 shares of Common Stock of the Issuer (the "Fund IV Shares"). The Veritas Capital Partners IV, L.P., a Delaware limited partnership ("Fund IV"), Veritas Capital Partners IV, L.L.C., a Delaware limited liability company ("Fund IV LLC", and together with The SI LLC and Fund IV, the "Veritas Reporting Persons"), and Ramzi M. Musallam (together with the Veritas Reporting Persons, the "Reporting Persons") may be deemed to have been indirect beneficial owners of such reported Fund IV Shares, and Ramzi M. Musallam may be deemed to have been an indirectly bencial owner of such reported Fund III Shares.
- [F4]As a result of the Merger, the Fund III Shares and the Fund IV Shares were cancelled and converted into the right to receive $29.35 in cash per share of Common Stock of the Issuer, subject to applicable withholding.
- [F5]Each of the Reporting Persons disclaims beneficial ownership (as defined in Rule 16a-1(a)(2)) of the securities reported herein except to the extent of its pecuniary interest therein.
Documents
Issuer
Perspecta Inc.
CIK 0001724670
Entity typeother
Related Parties
1- filerCIK 0001360891
Filing Metadata
- Form type
- 4
- Filed
- May 10, 8:00 PM ET
- Accepted
- May 11, 5:15 PM ET
- Size
- 12.7 KB