Filing Details
- Accession Number:
- 0001193125-22-033521
- Form Type:
- 13G Filing
- Publication Date:
- 2022-02-09 19:00:00
- Filed By:
- Onex Corp
- Company:
- Clarivate Plc (NYSE:CLVT)
- Filing Date:
- 2022-02-10
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Onex Corporation | 0 | 41,917,137 | 0 | 41,917,137 | 41,917,137 | 6.6% |
| Onex Partners Canadian GP Inc | 0 | 26,512,082 | 0 | 26,512,082 | 26,512,082 | 4.1% |
| Onex Partners IV GP Limited | 0 | 26,402,192 | 0 | 26,402,192 | 26,402,192 | 4.1% |
| Onex Partners IV GP | 0 | 26,402,192 | 0 | 26,402,192 | 26,402,192 | 4.1% |
| Onex Partners IV | 0 | 15,874,408 | 0 | 15,874,408 | 15,874,408 | 2.5% |
| Onex Partners IV PV | 0 | 784,783 | 0 | 784,783 | 784,783 | 0.1% |
| Onex Camelot Co-Invest | 0 | 9,289,010 | 0 | 9,289,010 | 9,289,010 | 1.5% |
| Onex Partners IV GP | 0 | 109,890 | 0 | 109,890 | 109,890 | Less than 0.1% |
| Onex Partners IV Select | 0 | 109,890 | 0 | 109,890 | 109,890 | Less than 0.1% |
| Onex American Holdings GP | 0 | 584,939 | 0 | 584,939 | 584,939 | 0.1% |
| Onex US Principals | 0 | 584,939 | 0 | 584,939 | 584,939 | 0.1% |
| Onex Private Equity Holdings | 0 | 15,405,055 | 0 | 15,405,055 | 15,405,055 | 2.4% |
| Onex American Holdings Subco | 0 | 14,820,116 | 0 | 14,820,116 | 14,820,116 | 2.3% |
| Onex Partners Holdings | 0 | 14,820,116 | 0 | 14,820,116 | 14,820,116 | 2.3% |
| New PCo GP Inc | 0 | 938,247 | 0 | 938,247 | 938,247 | 0.1% |
| New PCo A | 0 | 938,247 | 0 | 938,247 | 938,247 | 0.1% |
| Gerald W. Schwartz | 0 | 42,855,384 | 0 | 42,855,384 | 42,855,384 | 6.7% |
Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant
to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant to § 240.13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
CLARIVATE PLC
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
G21810109
(CUSIP Number)
December 31, 2021
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. G21810109 | Schedule 13G | Page 1 of 25 |
| 1 | Names of Reporting Persons
Onex Corporation | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Ontario, Canada | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
41,917,137 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
41,917,137 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
41,917,137 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
6.6% | |||||
| 12 | Type of Reporting Person
CO | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 2 of 25 |
| 1 | Names of Reporting Persons
Onex Partners Canadian GP Inc. | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Ontario, Canada | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
26,512,082 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
26,512,082 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
26,512,082 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
4.1% | |||||
| 12 | Type of Reporting Person
CO | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 3 of 25 |
| 1 | Names of Reporting Persons
Onex Partners IV GP Limited | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
26,402,192 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
26,402,192 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
26,402,192 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
4.1% | |||||
| 12 | Type of Reporting Person
CO | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 4 of 25 |
| 1 | Names of Reporting Persons
Onex Partners IV GP LP | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
26,402,192 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
26,402,192 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
26,402,192 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
4.1% | |||||
| 12 | Type of Reporting Person
PN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 5 of 25 |
| 1 | Names of Reporting Persons
Onex Partners IV LP | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
15,874,408 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
15,874,408 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
15,874,408 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
2.5% | |||||
| 12 | Type of Reporting Person
PN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 6 of 25 |
| 1 | Names of Reporting Persons
Onex Partners IV PV LP | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
784,783 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
784,783 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
784,783 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
0.1% | |||||
| 12 | Type of Reporting Person
PN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 7 of 25 |
| 1 | Names of Reporting Persons
Onex Camelot Co-Invest LP | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
9,289,010 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
9,289,010 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
9,289,010 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
1.5% | |||||
| 12 | Type of Reporting Person
PN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 8 of 25 |
| 1 | Names of Reporting Persons
Onex Partners IV GP LLC | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
109,890 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
109,890 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
109,890 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
Less than 0.1% | |||||
| 12 | Type of Reporting Person
OO (Limited Liability Company) | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 9 of 25 |
| 1 | Names of Reporting Persons
Onex Partners IV Select LP | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
109,890 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
109,890 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
109,890 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
Less than 0.1% | |||||
| 12 | Type of Reporting Person
PN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 10 of 25 |
| 1 | Names of Reporting Persons
Onex American Holdings GP LLC | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
584,939 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
584,939 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
584,939 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
0.1% | |||||
| 12 | Type of Reporting Person
OO (Limited Liability Company) | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 11 of 25 |
| 1 | Names of Reporting Persons
Onex US Principals LP | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
584,939 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
584,939 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
584,939 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
0.1% | |||||
| 12 | Type of Reporting Person
PN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 12 of 25 |
| 1 | Names of Reporting Persons
Onex Private Equity Holdings LLC | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
15,405,055 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
15,405,055 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
15,405,055 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
2.4% | |||||
| 12 | Type of Reporting Person
OO (Limited Liability Company) | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 13 of 25 |
| 1 | Names of Reporting Persons
Onex American Holdings Subco LLC | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
14,820,116 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
14,820,116 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,820,116 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
2.3% | |||||
| 12 | Type of Reporting Person
OO (Limited Liability Company) | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 14 of 25 |
| 1 | Names of Reporting Persons
Onex Partners Holdings LLC | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
14,820,116 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
14,820,116 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,820,116 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
2.3% | |||||
| 12 | Type of Reporting Person
CO | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 15 of 25 |
| 1 | Names of Reporting Persons
New PCo GP Inc. | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Ontario, Canada | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
938,247 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
938,247 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
938,247 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
0.1% | |||||
| 12 | Type of Reporting Person
CO | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 16 of 25 |
| 1 | Names of Reporting Persons
New PCo A LP | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Ontario, Canada | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
938,247 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
938,247 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
938,247 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
0.1% | |||||
| 12 | Type of Reporting Person
PN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 17 of 25 |
| 1 | Names of Reporting Persons
Gerald W. Schwartz | |||||
| 2 | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
| |||||
| 3 | SEC Use Only
| |||||
| 4 | Citizenship or Place of Organization
Canada | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power
0 | ||||
| 6 | Shared Voting Power
42,855,384 | |||||
| 7 | Sole Dispositive Power
0 | |||||
| 8 | Shared Dispositive Power
42,855,384 | |||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
42,855,384 | |||||
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11 | Percent of Class Represented by Amount in Row 9
6.7% | |||||
| 12 | Type of Reporting Person
IN | |||||
| CUSIP No. G21810109 | Schedule 13G | Page 18 of 25 |
| ITEM 1. | (a) Name of Issuer: |
Clarivate Plc (the Issuer).
| (b) | Address of Issuers Principal Executive Offices: |
70 St. Mary Axe
London EC3A 8BE
United Kingdom
| ITEM 2. | (a) Name of Person Filing: |
Each of the following is hereinafter individually referred to as a Reporting Person and collectively as the Reporting Persons. This statement is filed on behalf of:
Onex Corporation
Onex Partners Canadian GP Inc.
Onex Partners IV GP Limited
Onex Partners IV GP LP
Onex Partners IV LP
Onex Partners IV PV LP
Onex Camelot Co-Invest LP
Onex Partners IV GP LLC
Onex Partners IV Select LP
Onex American Holdings GP LLC
Onex US Principals LP
Onex Private Equity Holdings LLC
Onex American Holdings Subco LLC
Onex Partners Holdings LLC
New PCo GP Inc.
New PCo A LP
Gerald W. Schwartz
| (b) | Address or Principal Business Office: |
The business address of each of Onex US Principals LP, Onex American Holdings GP LLC, Onex Partners IV GP LP, Onex Partners IV GP LLC, Onex Private Equity Holdings LLC, Onex American Holdings Subco LLC and Onex Partners Holdings LLC is 165 W Center Street, Suite 401, Marion, Ohio 43302. The business address of each of Onex Partners IV LP, Onex Partners IV PV LP, Onex Camelot Co-Invest LP and Onex Partners IV Select LP is 712 Fifth Avenue, 40th Floor, New York, NY 10019. The business address of each of the other Reporting Persons is 161 Bay Street, Toronto, A6, M5J2S1.
| CUSIP No. G21810109 | Schedule 13G | Page 19 of 25 |
| (c) | Citizenship of each Reporting Person is: |
Onex Corporation, New PCo GP Inc. and New PCo A LP are organized in the province of Ontario, Canada. Onex Partners IV GP Limited, Onex Partners IV GP LP, Onex Partners IV LP, Onex Camelot Co-Invest LP and Onex Partners IV Select LP are organized in the Cayman Islands. Mr. Schwartz is a citizen of Canada. Each of the other Reporting Persons is organized in the state of Delaware.
| (d) | Title of Class of Securities: |
Ordinary Shares (Ordinary Shares).
| (e) | CUSIP Number: |
G21810109
| ITEM 3. |
Not applicable.
| ITEM 4. | Ownership. |
(a-c)
The ownership information presented below represents beneficial ownership of Ordinary Shares of the Issuer as of December 31, 2021, based upon 639,776,102 Ordinary Shares outstanding as of October 25, 2021.
| Reporting Person | Amount beneficially owned | Percent of class: | Sole power to vote or to direct the vote: | Shared power to vote or to direct the vote: | Sole of: | Shared power to dispose or to direct the disposition of: | ||||||||||||||||||
| Onex Corporation | 41,917,137 | 6.6 | % | 0 | 41,917,137 | 0 | 41,917,137 | |||||||||||||||||
| Onex Partners Canadian GP Inc. | 26,512,082 | 4.1 | % | 0 | 26,512,082 | 0 | 26,512,082 | |||||||||||||||||
| Onex Partners IV GP Limited | 26,402,192 | 4.1 | % | 0 | 26,402,192 | 0 | 26,402,192 | |||||||||||||||||
| Onex Partners IV GP LP | 26,402,192 | 4.1 | % | 0 | 26,402,192 | 0 | 26,402,192 | |||||||||||||||||
| Onex Partners IV LP | 15,874,408 | 2.5 | % | 0 | 15,874,408 | 0 | 15,874,408 | |||||||||||||||||
| Onex Partners IV PV LP | 784,783 | 0.1 | % | 0 | 784,783 | 0 | 784,783 | |||||||||||||||||
| Onex Camelot Co-Invest LP | 9,289,010 | 1.5 | % | 0 | 9,289,010 | 0 | 9,289,010 | |||||||||||||||||
| Onex Partners IV GP LLC | 109,890 | * | 0 | 109,890 | 0 | 109,890 | ||||||||||||||||||
| Onex Partners IV Select LP | 109,890 | * | 0 | 109,890 | 0 | 109,890 | ||||||||||||||||||
| Onex American Holdings GP LLC | 584,939 | 0.1 | % | 0 | 584,939 | 0 | 584,939 | |||||||||||||||||
| Onex US Principals LP | 584,939 | 0.1 | % | 0 | 584,939 | 0 | 584,939 | |||||||||||||||||
| Onex Private Equity Holdings LLC | 15,405,055 | 2.4 | % | 0 | 15,405,055 | 0 | 15,405,055 | |||||||||||||||||
| Onex American Holdings Subco LLC | 14,820,116 | 2.3 | % | 0 | 14,820,116 | 0 | 14,820,116 | |||||||||||||||||
| Onex Partners Holdings LLC | 14,820,116 | 2.3 | % | 0 | 14,820,116 | 0 | 14,820,116 | |||||||||||||||||
| New PCo GP Inc. | 938,247 | 0.1 | % | 0 | 938,247 | 0 | 938,247 | |||||||||||||||||
| New PCo A LP | 938,247 | 0.1 | % | 0 | 938,247 | 0 | 938,247 | |||||||||||||||||
| Gerald W. Schwartz | 42,855,384 | 6.7 | % | 0 | 42,855,384 | 0 | 42,855,384 | |||||||||||||||||
| * | Less than 0.1% |
| CUSIP No. G21810109 | Schedule 13G | Page 20 of 25 |
Onex Partners IV LP is the record holder of 15,874,408 Ordinary Shares; Onex Partners IV PV LP is the record holder of 784,783 Ordinary Shares; Onex Partners IV Select LP is the record holder of 109,890 Ordinary Shares; Onex Partners IV GP LP is the record holder of 453,991 Ordinary Shares; Onex Camelot Co-Invest LP is the record holder of 9,289,010 Ordinary Shares; Onex US Principals LP is the record holder of 584,939 Ordinary Shares; and Onex Partners Holdings LLC is the record holder of 14,820,116 Ordinary Shares.
Mr. Schwartz beneficially owns all of the shares held by Onex Corporation and directly controls New PCo GP Inc. Mr. Schwartz may be deemed to share beneficial ownership of the shares beneficially owned by Onex Corporation and New PCo GP Inc.
Onex Corporation may be deemed to beneficially own the Ordinary Shares held by each of Onex Partners IV LP, Onex Partners IV PV LP, Onex Camelot Co-Invest LP, Onex Partners IV GP LP and Onex Partners IV Select LP, through Onex Corporations ownership of all of the common stock of Onex Partners Canadian GP Inc., which owns all of the equity of (i) Onex Partners IV GP Limited, which is the general partner of Onex Partners IV GP LP, which is the general partner of each of Onex Partners IV LP, Onex Partners IV PV LP and Onex Camelot Co-Invest LP; and (ii) Onex Partners IV GP LLC, which is the general partner of Onex Partners IV Select LP.
In addition, Onex Corporation may be deemed to beneficially own the Ordinary Shares held by (a) Onex US Principals LP, through Onex Corporations ownership of all of the equity of Onex Private Equity Holdings LLC, which owns all of the equity of Onex American Holdings GP LLC, the general partner of Onex US Principals LP; and (b) Onex Partners Holdings LLC, through Onex Corporations ownership of all of the equity of Onex Private Equity Holdings LLC, which owns all of the equity of Onex American Holdings Subco LLC, which is the majority owner of Onex Partners Holdings LLC.
New PCo A LP is the record holder of 938,247 Ordinary Shares. New PCo GP Inc., the general partner of New PCo A LP, is an independent entity that is controlled by Mr. Gerald W. Schwartz and as such may be deemed to beneficially own all of the common stock beneficially owned by New PCo GP Inc. Mr. Schwartz, the Chairman, President and Chief Executive Officer of Onex Corporation, owns shares representing a majority of the voting rights of the shares of Onex Corporation and as such may be deemed to beneficially own all of the common stock beneficially owned by Onex Corporation. Mr. Schwartz disclaims any such beneficial ownership. Mr. Schwartz has indirect voting and investment control of Onex Corporation.
| ITEM 5. | Ownership of Five Percent or Less of a Class. |
Not applicable.
| CUSIP No. G21810109 | Schedule 13G | Page 21 of 25 |
| ITEM 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
| ITEM 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. |
Not applicable.
| ITEM 8. | Identification and Classification of Members of the Group. |
Not applicable.
| ITEM 9. | Notice of Dissolution of Group. |
Not applicable.
| ITEM 10. | Certification. |
Not applicable.
| CUSIP No. G21810109 | Schedule 13G | Page 22 of 25 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 10, 2022
| Onex Corporation | ||
| By: | /s/ David Copeland | |
| Name: David Copeland | ||
| Title: Managing Director - Tax | ||
| Onex Partners Canadian GP Inc. | ||
| By: | /s/ David Copeland | |
| Name: David Copeland | ||
| Title: Vice President | ||
| Onex Partners IV GP Limited | ||
| By: | /s/ Matthew Ross | |
| Name: Matthew Ross | ||
| Title: Director | ||
| Onex Partners IV GP LP | ||
| By: Onex Partners IV GP Limited, its general partner | ||
| By: | /s/ Matthew Ross | |
| Name: Matthew Ross | ||
| Title: Director | ||
| Onex Partners IV LP | ||
| By: Onex Partners IV GP LP, its general partner | ||
| By: Onex Partners IV GP Limited, its general partner | ||
| By: | /s/ Matthew Ross | |
| Name: Matthew Ross | ||
| Title: Director | ||
| CUSIP No. G21810109 | Schedule 13G | Page 23 of 25 |
| Onex Partners IV PV LP | ||
| By: Onex Partners IV GP LP, its general partner | ||
| By: Onex Partners IV GP Limited, its general partner | ||
| By: | /s/ Matthew Ross | |
| Name: Matthew Ross | ||
| Title: Director | ||
| Onex Camelot Co-Invest LP | ||
| By: Onex Partners IV GP LP, its general partner | ||
| By: Onex Partners IV GP Limited, its general partner | ||
| By: | /s/ Matthew Ross | |
| Name: Matthew Ross | ||
| Title: Director | ||
| Onex Partners IV GP LLC | ||
| By: | /s/ Matthew Ross | |
| Name: Matthew Ross | ||
| Title: Director | ||
| Onex Partners IV Select LP | ||
| By: Onex Partners IV GP LLC, its general partner | ||
| By: | /s/ Matthew Ross | |
| Name: Matthew Ross | ||
| Title: Director | ||
| Onex American Holdings GP LLC | ||
| By: | /s/ Joshua Hausman | |
| Name: Joshua Hausman | ||
| Title: Director | ||
| CUSIP No. G21810109 | Schedule 13G | Page 24 of 25 |
| Onex US Principals LP | ||
| By: Onex American Holdings GP LLC, its general partner | ||
| By: | /s/ Joshua Hausman | |
| Name: Joshua Hausman | ||
| Title: Director | ||
| Onex Private Equity Holdings LLC | ||
| By: | /s/ Joshua Hausman | |
| Name: Joshua Hausman | ||
| Title: Director | ||
| Onex American Holdings Subco LLC | ||
| By: | /s/ Joshua Hausman | |
| Name: Joshua Hausman | ||
| Title: Director | ||
| Onex Partners Holdings LLC | ||
| By: | /s/ Joshua Hausman | |
| Name: Joshua Hausman | ||
| Title: Director | ||
| New PCo GP Inc. | ||
| By: | /s/ Michelle Iskander | |
| Name: Michelle Iskander | ||
| Title: Secretary | ||
| New PCo A LP | ||
| By: | /s/ Michelle Iskander | |
| Name: Michelle Iskander | ||
| Title: Secretary | ||
| Gerald W. Schwartz | ||
| /s/ Andrea E. Daly, attorney-in-fact | ||
| CUSIP No. G21810109 | Schedule 13G | Page 25 of 25 |
LIST OF EXHIBITS
| Exhibit | Description | |
| 99.1 | Joint Filing Agreement (previously filed). | |
| 99.2 | Power of Attorney (incorporated by reference to Exhibit 99.2 to the Schedule 13G filed by the Reporting Persons on February 10, 2020). | |