4//SEC Filing
Burger King Worldwide, Inc. 4
Accession 0001209191-12-034910
CIK 0001547282operating
Filed
Jun 20, 8:00 PM ET
Accepted
Jun 21, 4:30 PM ET
Size
11.3 KB
Accession
0001209191-12-034910
Insider Transaction Report
Form 4
3G Special Situations Fund II, L.P.
10% Owner
Transactions
- Other
Common Stock
2012-06-20+247,418,486→ 247,418,486 total
3G Capital Partners, L.P.
10% Owner
Transactions
- Other
Common Stock
2012-06-20+247,418,486→ 247,418,486 total
3G Capital Partners Ltd.
10% Owner
Transactions
- Other
Common Stock
2012-06-20+247,418,486→ 247,418,486 total
3G Special Situations Partners, Ltd.
10% Owner
Transactions
- Other
Common Stock
2012-06-20+247,418,486→ 247,418,486 total
Footnotes (2)
- [F1]Pursuant to that certain Business Combination Agreement and Plan of Merger, dated as of April 3, 2012, by and among Justice Holdings Limited, Justice Delaware Holdco Inc. (which has been renamed Burger King Worldwide, Inc. (the "Issuer")), Justice Holdco LLC ("Merger Sub") and Burger King Worldwide Holdings, Inc. ("Worldwide"), Worldwide merged (the "Merger") with and into Merger Sub, with Merger Sub continuing as the surivivng company. 3G Special Situations Fund, L.P., a shareholder of Worldwide prior to the Merger, received 247,418,486 shares of Common Stock, par value $0.01 per share, of the Issuer (the "Common Stock") and $1,410,000,000 in cash, as consideration for the Merger on June 20, 2012. The closing price per share of the Common Stock on June 20, 2012 was $15.01.
- [F2]3G Special Situations Fund II, L.P. directly owns the reported securities. As a result, 3G Special Situations Partners, Ltd. as the general partner of 3G Special Situations Fund II, L.P., 3G Capital Partners, L.P. as the parent company of 3G Special Situations Partners, Ltd. and 3G Capital Ltd. as the general partner of 3G Capital Partners, L.P. may be deemed to have voting and dispositve power with respect to the reported securities. Each of 3G Special Situations Fund II, L.P., 3G Special Situations Partners, Ltd., 3G Capital Partners, L.P. and 3G Capital Ltd. disclaim beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Documents
Issuer
Burger King Worldwide, Inc.
CIK 0001547282
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001547282
Filing Metadata
- Form type
- 4
- Filed
- Jun 20, 8:00 PM ET
- Accepted
- Jun 21, 4:30 PM ET
- Size
- 11.3 KB