SEAGATE TECHNOLOGY 4
4 · SEAGATE TECHNOLOGY · Filed Apr 25, 2005
Insider Transaction Report
Form 4
SILVER LAKE OFFSHORE AIV GP LTD
10% Owner
Transactions
- Sale
Common Shares
2005-04-21$18.45/sh−15,000,000$276,750,000→ 194,500,000 total(indirect: See Footnotes)
Footnotes (3)
- [F1]New SAC, the largest shareholder of Seagate Technology (the "Issuer"), beneficially owned 209,500,000 of the Issuer's common shares, par value $0.00001 per share (the "Common Shares"), prior to the transaction reported hereby and will beneficially own 194,500,000of the Common Shares after the transaction 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 April 21, 2005, to have shared voting or dispositive power with respect to the Issuer's Common Shares 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 Issuer's Common Shares beneficially owned by New SAC, except to the extent of any pecuniary interest therein.
- [F3]The Common Shares disposed of by New SAC through the transaction reported hereby were sold pursuant to Rule 144 under the Securities Act of 1933, as amended.