4//SEC Filing
Nielsen Holdings N.V. 4
Accession 0001181431-13-060998
CIK 0001492633operating
Filed
Nov 28, 7:00 PM ET
Accepted
Nov 29, 4:16 PM ET
Size
7.2 KB
Accession
0001181431-13-060998
Insider Transaction Report
Form 4
HEALY PATRICK J
Director
Transactions
- Sale
Common Stock
2013-11-26$39.09/sh−2,939,362$114,899,661→ 11,886,679 total(indirect: See footnotes)
Footnotes (5)
- [F1]These shares represent shares of common stock that were sold or are held by Valcon Acquisition Holding (Luxembourg) S.a r.l. ("Luxco") that are attributable to the Hellman & Friedman Funds (as defined below).
- [F2]This amount represents the $39.30 secondary public offering price per share of the Issuer's common stock less the underwriting discount of $0.21 per share.
- [F3]Each of Hellman & Friedman Capital Partners V (Cayman), L.P., Hellman & Friedman Capital Partners V (Cayman Parallel), L.P. and Hellman & Friedman Capital Associates V (Cayman), L.P. (collectively, the "Hellman & Friedman Funds") owns securities of Luxco. Hellman & Friedman Investors V (Cayman), Ltd. is the sole general partner of Hellman & Friedman Investors V (Cayman), L.P. Hellman & Friedman Investors V (Cayman), L.P., in turn, is the sole general partner of each of Hellman & Friedman Capital Partners V (Cayman), L.P., Hellman & Friedman Capital Partners V (Cayman Parallel), L.P. and Hellman & Friedman Capital Associates V (Cayman), L.P.
- [F4]Hellman & Friedman Investors V (Cayman), Ltd. is owned and controlled by more than 10 shareholders, none of whom owns more than 9.9% of Hellman & Friedman Investors V (Cayman), Ltd. Hellman & Friedman Investors V (Cayman), Ltd. has a four-member investment committee (the "Investment Committee") that serves at the discretion of Hellman & Friedman Investors V (Cayman), Ltd.'s Board of Directors and makes recommendations to such Board with respect to matters presented to it. (continued footnote 5)
- [F5]Members of the Investment Committee are Brian M. Powers, Philip U. Hammarskjold, Patrick J. Healy and David R. Tunnell. Each of the entities identified in footnotes (3) and (4), the members of the Investment Committee and the shareholders of Hellman & Friedman Investors V (Cayman), Ltd. disclaim beneficial ownership of any shares of common stock of the Issuer, except to the extent of its, his or her pecuniary interest therein, if any. Mr. Healy serves as a Managing Director of Hellman & Friedman LLC, an affiliate of Hellman & Friedman Investors V (Cayman), Ltd., is a shareholder of Hellman & Friedman Investors V (Cayman), Ltd. and is a member of the Investment Committee.
Documents
Issuer
Nielsen Holdings N.V.
CIK 0001492633
Entity typeoperating
IncorporatedUnited Kingdom
Related Parties
1- filerCIK 0001492633
Filing Metadata
- Form type
- 4
- Filed
- Nov 28, 7:00 PM ET
- Accepted
- Nov 29, 4:16 PM ET
- Size
- 7.2 KB