4//SEC Filing
KKR PI-II GP LTD 4
Accession 0001140361-21-036190
CIK 0000912766other
Filed
Oct 31, 8:00 PM ET
Accepted
Nov 1, 8:19 PM ET
Size
20.7 KB
Accession
0001140361-21-036190
Insider Transaction Report
Form 4
Transactions
- Conversion
Common Stock
2021-10-28+15,374,715→ 31,792,064 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2021-10-28−15,374,715→ 0 total(indirect: See Footnotes)→ Class A Common Stock (15,374,715 underlying) - Conversion
Class B Common Stock
2021-10-28−699,340→ 0 total(indirect: See Footnotes)→ Class A Common Stock (699,340 underlying) - Conversion
Common Stock
2021-10-28+699,340→ 1,050,119 total(indirect: See Footnotes)
KKR PI-II GP LTD
10% Owner
Transactions
- Conversion
Class B Common Stock
2021-10-28−699,340→ 0 total(indirect: See Footnotes)→ Class A Common Stock (699,340 underlying) - Conversion
Class B Common Stock
2021-10-28−15,374,715→ 0 total(indirect: See Footnotes)→ Class A Common Stock (15,374,715 underlying) - Conversion
Common Stock
2021-10-28+15,374,715→ 31,792,064 total(indirect: See Footnotes) - Conversion
Common Stock
2021-10-28+699,340→ 1,050,119 total(indirect: See Footnotes)
KKR Partners II (International), LP
10% Owner
Transactions
- Conversion
Common Stock
2021-10-28+699,340→ 1,050,119 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2021-10-28−15,374,715→ 0 total(indirect: See Footnotes)→ Class A Common Stock (15,374,715 underlying) - Conversion
Common Stock
2021-10-28+15,374,715→ 31,792,064 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2021-10-28−699,340→ 0 total(indirect: See Footnotes)→ Class A Common Stock (699,340 underlying)
KKR 2006 LTD
10% Owner
Transactions
- Conversion
Common Stock
2021-10-28+15,374,715→ 31,792,064 total(indirect: See Footnotes) - Conversion
Common Stock
2021-10-28+699,340→ 1,050,119 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2021-10-28−699,340→ 0 total(indirect: See Footnotes)→ Class A Common Stock (699,340 underlying) - Conversion
Class B Common Stock
2021-10-28−15,374,715→ 0 total(indirect: See Footnotes)→ Class A Common Stock (15,374,715 underlying)
Transactions
- Conversion
Common Stock
2021-10-28+699,340→ 1,050,119 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2021-10-28−15,374,715→ 0 total(indirect: See Footnotes)→ Class A Common Stock (15,374,715 underlying) - Conversion
Class B Common Stock
2021-10-28−699,340→ 0 total(indirect: See Footnotes)→ Class A Common Stock (699,340 underlying) - Conversion
Common Stock
2021-10-28+15,374,715→ 31,792,064 total(indirect: See Footnotes)
Footnotes (6)
- [F1]Represents a conversion of shares of Class B common stock ("Class B Common Stock") of Laureate Education, Inc. (the "Issuer") into shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, the Class A Common Stock of the Issuer and Class B Common Stock of the Issuer have converted into Common Stock of the Issuer.
- [F2]Each share of Class B Common Stock was convertible into one share of Class A Common Stock upon the election of the holder or upon transfer, subject to the terms of the Issuer's Amended and Restated Certificate of Incorporation.
- [F3]The Reporting Persons previously held a portion of their shares of Class A Common Stock and Class B Common Stock indirectly through Wengen Alberta, Limited Partnership, but such securities are now directly held by KKR 2006 Fund (Overseas), Limited Partnership and KKR Partners II (International), L.P. as described herein.
- [F4]KKR 2006 Fund (Overseas), Limited Partnership directly holds shares of Common Stock of the Issuer. KKR Associates 2006 (Overseas), Limited Partnership is the general partner of KKR 2006 Fund (Overseas), Limited Partnership. KKR 2006 Limited is the general partner of KKR Associates 2006 (Overseas), Limited Partnership. KKR Group Partnership L.P. is the sole shareholder of KKR 2006 Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
- [F5]KKR Partners II (International), L.P. directly holds shares of Common Stock of the Issuer. KKR PI-II GP Limited is the general partner of KKR Partners II (International), L.P.
- [F6]Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. This filing shall not be deemed an admission that the Reporting Persons are subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any securities reported herein for purposes of Section 16 of the Exchange Act otherwise.
Documents
Issuer
LAUREATE EDUCATION, INC.
CIK 0000912766
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001406894
Filing Metadata
- Form type
- 4
- Filed
- Oct 31, 8:00 PM ET
- Accepted
- Nov 1, 8:19 PM ET
- Size
- 20.7 KB