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Filing Details

Accession Number:: 0001181431-13-063175
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-12-17 17:27:00
Reporting Period:: 2013-12-17

Filing Date:: 2013-12-17
Accepted Time:: 2013-12-17 17:27:00
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1564902	Seaworld Entertainment Inc.	SEAS	Services-Miscellaneous Amusement & Recreation (7990)	271220297

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1570477	L.p. Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570478	L.p. A Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570479	L.p. B Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570485	L.p. C Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570494	Sw Delaware Co-Invest L.p.	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570512	L.p. E Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570513	L.p. F Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570514	L.p. (Gs) Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570515	L.p. (Gso) Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1570517	L.p. D Delaware Sw	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2013-12-17	1,172,162	$28.88	30,668,178	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	36,587	$28.88	957,268	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	41,149	$28.88	1,076,614	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	37,542	$28.88	982,244	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	13,487	$28.88	352,879	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	42,267	$28.88	1,105,873	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	33,033	$28.88	864,274	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	50,311	$28.88	1,316,333	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	55,096	$28.88	1,441,534	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-12-17	18,366	$28.88	480,511	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes

Footnotes

Shares of Common Stock, par value $0.01 per share ("Common Stock"), of SeaWorld Entertainment, Inc., sold pursuant to a share repurchase agreement with the Company and each of the Partnerships (as defined below) at a purchase price of $28.875 per share. The share repurchase closed on December 17, 2013.
These shares represent Common Stock that are directly held by the Partnerships (as defined below).
These securities are directly held by SW Delaware L.P. ("SWD") formerly known as SW Cayman L.P.
These securities are directly held by SW Delaware A L.P. ("SWDA") formerly known as SW Cayman A L.P.
These securities are directly held by SW Delaware B L.P. ("SWDB") formerly known as SW Cayman B L.P.
These securities are directly held by SW Delaware C L.P. ("SWDC") formerly known as SW Cayman C L.P.
These securities are directly held by SW Delaware D L.P. ("SWDD").
These securities are directly held by SW Delaware E L.P. ("SWDE") formerly known as SW Cayman E L.P.
These securities are directly held by SW Delaware F L.P. ("SWDF") formerly known as SW Cayman F L.P.
These securities are directly held by SW Delaware Co-Invest L.P. ("SWDCI") formerly known as SW Cayman Co-Invest L.P.
These securities are directly held by SW Delaware (GS) L.P. ("SWDGS") formerly known as SW Cayman (GS) L.P.
These securities are directly held by SW Delaware (GSO) L.P. (together with SWD, SWDA, SWDB, SWDC, SWDD, SWDE, SWDF, SWDCI and SWDGS, the "Partnerships") formerly known as SW Cayman (GSO) L.P.
Under the terms of the partnership agreements of the Partnerships, the general partner determines any voting and dispositions decisions with respect to the shares of Common Stock held by the Partnerships. In certain circumstances, Blackstone and certain co-investors in the Partnerships are permitted to surrender their interests in the Partnerships to the Partnerships and receive shares of Common Stock held by the Partnerships.
The general partner of each of the Partnerships is SW Cayman Limited. SW Cayman Limited is wholly owned by Blackstone Capital Partners (Cayman III) V L.P. The general partner of Blackstone Capital Partners (Cayman III) V L.P. is Blackstone Management Associates (Cayman) V L.P. The general partner of Blackstone Management Associates (Cayman) V L.P. is BCP V GP L.L.C. The sole member of BCP V GP L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P.
The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. As a result of his control of Blackstone Group Management L.L.C., Mr. Schwarzman may be deemed to have voting and investment power with respect to the shares held by the Partnerships.
Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
Due to the limitations of the Securities and Exchange Commission's EDGAR system, SW Cayman Limited, Blackstone Capital Partners (Cayman III) V L.P., Blackstone Management Associates (Cayman) V L.P., BCP V GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Stephen A. Schwarzman have filed a separate Form 4.