Page 17 of 19 – SEC Filing
As members of WLRS Fund, FPA Crescent Fund and the Managed Accounts may also be deemed to share investment
power over the securities of the Issuer held by WLRS Fund due to such approval right, and therefore FPA Crescent Fund and the Managed Accounts may be deemed to beneficially own such securities. Each member of WLRS Fund may elect at any time by
written notice to the Manager of WLRS Fund to receive a distribution of LLC Founder Shares and LLC Exchange Shares up to such members pro rata portion of its respective membership percentage.
(c) There have been no transactions in securities of the Issuer during the 60 days prior to the date hereof by any of the Reporting Persons.
(d) The disclosure regarding the relationship between the Reporting Persons in Item 2(c) of this Schedule 13D is incorporated by reference herein. The
limited partners of (or investors in) each of the FPA Clients for which FPA acts as general partner, managing member and/or investment adviser have the right to participate in the receipt of dividends from, or proceeds from the sale of, the shares
of Common Stock held for the accounts of their respective funds in accordance with their respective limited partnership interests (or investment percentages) in their respective funds.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS,
UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
Item 6 of Schedule 13D is supplemented and superseded, as the case may be, as
follows:
The disclosure in Item 4 is incorporated herein by reference.
The Sponsor Support Agreement is filed as Exhibit 99.1 to this Schedule 13D and is incorporated herein by reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit
Description
99.1 Sponsor Support Agreement, dated as of September 17, 2018, by and among Univar Inc., First Pacific Advisors, LLC, FPA Crescent Fund, a series of FPA Funds Trust, FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC,
FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC, FPA Select Drawdown Fund, L.P., FPA Select Fund, L.P., FPA Select Maple Fund, L.P. and FPA Select Fund II, L.P.
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As members of WLRS Fund, FPA Crescent Fund and the Managed Accounts may also be deemed to share investment
power over the securities of the Issuer held by WLRS Fund due to such approval right, and therefore FPA Crescent Fund and the Managed Accounts may be deemed to beneficially own such securities. Each member of WLRS Fund may elect at any time by
written notice to the Manager of WLRS Fund to receive a distribution of LLC Founder Shares and LLC Exchange Shares up to such members pro rata portion of its respective membership percentage.
(c) There have been no transactions in securities of the Issuer during the 60 days prior to the date hereof by any of the Reporting Persons.
(d) The disclosure regarding the relationship between the Reporting Persons in Item 2(c) of this Schedule 13D is incorporated by reference herein. The
limited partners of (or investors in) each of the FPA Clients for which FPA acts as general partner, managing member and/or investment adviser have the right to participate in the receipt of dividends from, or proceeds from the sale of, the shares
of Common Stock held for the accounts of their respective funds in accordance with their respective limited partnership interests (or investment percentages) in their respective funds.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS,
UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
Item 6 of Schedule 13D is supplemented and superseded, as the case may be, as
follows:
The disclosure in Item 4 is incorporated herein by reference.
The Sponsor Support Agreement is filed as Exhibit 99.1 to this Schedule 13D and is incorporated herein by reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit | Description | |
99.1 | Sponsor Support Agreement, dated as of September 17, 2018, by and among Univar Inc., First Pacific Advisors, LLC, FPA Crescent Fund, a series of FPA Funds Trust, FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC, FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC, FPA Select Drawdown Fund, L.P., FPA Select Fund, L.P., FPA Select Maple Fund, L.P. and FPA Select Fund II, L.P. |