4//SEC Filing
WARBURG PINCUS & CO. 4
Accession 0001213900-22-018701
CIK 0001791091other
Filed
Apr 6, 8:00 PM ET
Accepted
Apr 7, 4:45 PM ET
Size
52.8 KB
Accession
0001213900-22-018701
Insider Transaction Report
Form 4
WARBURG PINCUS & CO
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
SOC Holdings LLC
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
WPXI Finance, LP
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
WPXI GP, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
Warburg Pincus Private Equity XI, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
Warburg Pincus XI Partners, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
Warburg Pincus XI, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
WP Global LLC
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
Warburg Pincus Partners II, L.P.
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
Warburg Pincus Partners GP LLC
Director10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2022-04-06$3.00/sh−33,874,965$101,624,895→ 0 total(indirect: See Footnotes)
Footnotes (3)
- [F1]On April 6, 2022, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 2, 2022, by and among SOC Telemed, Inc. (the "Issuer"), Spark Parent, Inc. ("Parent") and Spark Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub was merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a direct, wholly owned subsidiary of Parent, each share of the Issuer's Class A Common Stock (other than certain excluded shares) outstanding as of immediately prior to the effective time of the Merger (the "Effective Time") was canceled and automatically converted into the right to receive an amount in cash equal to $3.00 (the "Merger Consideration"), without any interest thereon and subject to any applicable withholding taxes.
- [F2]Reflects shares of Class A Common Stock held directly by SOC Holdings LLC. SOC Holdings LLC is controlled by WPXI Finance, LP ("WPXIF") and Warburg Pincus XI Partners, L.P. ("WPXI Partners"). WPXIF is a subsidiary of Warburg Pincus Private Equity XI, L.P. ("WPXI"). WPXI Partners and WPXI are collectively referred to as the "WPXI Funds." WPXI GP, L.P. ("WPXIF GP") is the managing general partner of WPXIF. WPXI is the general partner of WPXIF GP. Warburg Pincus XI, L.P. ("WP XI GP") is the general partner of each of WPXI and WPXI Partners. WP Global LLC ("WP Global") is the general partner of WP XI GP. Warburg Pincus Partners II, L.P. ("WPP II") is the managing member of WP Global. Warburg Pincus Partners GP LLC ("WPP GP LLC") is the general partner of WPP II. Warburg Pincus & Co. ("WP") is the managing member of WPP GP LLC. Warburg Pincus LLC ("WP LLC") is the manager of the WPXI Funds.
- [F3]Each of WPXIF, WPXI Partners, WPXIF GP, WPXI, WP XI GP, WP Global, WPP II, WPP GP LLC, WP and WP LLC disclaim beneficial ownership of all shares held by SOC Holdings LLC, except to the extent of its pecuniary interest therein, if any.
Issuer
SOC Telemed, Inc.
CIK 0001791091
Entity typeother
IncorporatedNY
Related Parties
1- filerCIK 0000929408
Filing Metadata
- Form type
- 4
- Filed
- Apr 6, 8:00 PM ET
- Accepted
- Apr 7, 4:45 PM ET
- Size
- 52.8 KB