4//SEC Filing
SILVER LAKE OFFSHORE AIV GP LTD 4
Accession 0001181431-05-001157
CIK 0001137789other
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 6:32 PM ET
Size
15.8 KB
Accession
0001181431-05-001157
Insider Transaction Report
Form 4
Transactions
- Conversion
Futures Contract (obligation to sell)
2005-01-03−30,000,000→ 0 total(indirect: See footnotes)Exercise: $16.62From: 2005-06-10Exp: 2005-06-10→ Common Shares (30,000,000 underlying) - Conversion
Common Shares
2005-01-03$16.62/sh−30,000,000$498,600,000→ 209,500,000 total(indirect: See footnotes)
SILVER LAKE OFFSHORE AIV GP LTD
10% Owner
Transactions
- Conversion
Futures Contract (obligation to sell)
2005-01-03−30,000,000→ 0 total(indirect: See footnotes)Exercise: $16.62From: 2005-06-10Exp: 2005-06-10→ Common Shares (30,000,000 underlying) - Conversion
Common Shares
2005-01-03$16.62/sh−30,000,000$498,600,000→ 209,500,000 total(indirect: See footnotes)
SILVER LAKE INVESTORS CAYMAN LP
10% Owner
Transactions
- Conversion
Common Shares
2005-01-03$16.62/sh−30,000,000$498,600,000→ 209,500,000 total(indirect: See footnotes) - Conversion
Futures Contract (obligation to sell)
2005-01-03−30,000,000→ 0 total(indirect: See footnotes)Exercise: $16.62From: 2005-06-10Exp: 2005-06-10→ Common Shares (30,000,000 underlying)
SILVER LAKE PARTNERS CAYMAN LP
10% Owner
Transactions
- Conversion
Common Shares
2005-01-03$16.62/sh−30,000,000$498,600,000→ 209,500,000 total(indirect: See footnotes) - Conversion
Futures Contract (obligation to sell)
2005-01-03−30,000,000→ 0 total(indirect: See footnotes)Exercise: $16.62From: 2005-06-10Exp: 2005-06-10→ Common Shares (30,000,000 underlying)
Footnotes (3)
- [F1]New SAC is the controlling shareholder of Seagate Technology (the "Issuer"). New SAC entered into and delivered under the forward contract reported hereby. Affiliates of Silver Lake Partners, L.P. may be deemed, as a result of their ownership of 31.8% of the total outstanding ordinary shares of New SAC as of December 9, 2004, to beneficially own the securities beneficially owned by New SAC. However, the affiliates of Silver Lake Partners, L.P. disclaim this beneficial ownership. The affiliates of Silver Lake Partners, L.P. are Silver Lake Partners Cayman, L.P., Silver Lake Investors Cayman, L.P. and Silver Lake Technology Investors Cayman, L.P.
- [F2]The sole general partner of each of Silver Lake Partners Cayman, L.P. and Silver Lake Investors Cayman, L.P. is Silver Lake Technology Associates Cayman, L.P. The sole general partner of each of Silver Lake Technology Associates Cayman, L.P. and Silver Lake Technology Investors Cayman, L.P. is Silver Lake (Offshore) AIV GP LTD. The shareholders of Silver Lake (Offshore) AIV GP LTD are Alan K. Austin, James A. Davidson, Glenn H. Hutchins, David J. Roux and Integral Capital Partners SLP LLC. All persons identified above disclaim beneficial ownership of any of the securities beneficially owned by New SAC, except to the extent of any pecuniary interest therein.
- [F3]On January 3, 2005, New SAC rehypothecated 30,000,000 of Seagate Technology's common shares, par value $0.00001 per share (the "Shares"), satisfying its delivery obligation under a forward sale agreement with Goldman Sachs Financial Markets, L.P. ("GSFM"). At the same time, New SAC transferred to GSFM all voting, dividend and economic rights to the Shares in accordance with the terms of the forward sale agreement. The transaction is reflected in Table I as the disposition of the underlying Shares and in Table II as the settlement of the futures contract. On the same date, New SAC received payment for the Shares in accordance with the terms of the forward sale agreement.
Issuer
SEAGATE TECHNOLOGY
CIK 0001137789
Entity typeother
Related Parties
1- filerCIK 0001257861
Filing Metadata
- Form type
- 4
- Filed
- Jan 3, 7:00 PM ET
- Accepted
- Jan 4, 6:32 PM ET
- Size
- 15.8 KB