Filing Details
- Accession Number:
- 0001209191-16-121295
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-05-18 16:41:22
- Reporting Period:
- 2016-05-16
- Filing Date:
- 2016-05-18
- Accepted Time:
- 2016-05-18 16:41:22
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1650729 | Siteone Landscape Supply Inc. | SITE | () | E9 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1474716 | Cd&R Associates Viii, Lp | C/O Maples Corporate Services Limited P.o. Box 309, Ugland House Grand Cayman E9 KY1-110 | No | No | Yes | No | |
1474785 | Cd&R Investment Associates Viii, Ltd. | C/O Maples Corporate Services Limited P.o. Box 309, Ugland House Grand Cayman E9 KY1-1104 | No | No | Yes | No | |
1474786 | Cd&R Associates Viii, Ltd. | C/O Maples Corporate Services Limited P.o. Box 309, Ugland House Grand Cayman E9 KY1-1104 | No | No | Yes | No | |
1674025 | Cd&R Landscapes Holdings, L.p. | C/O Maples Corporate Services Limited Po Box 309, Ugland House, S. Church St. George Town, Grand Cayman E9 KY1-1104 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Acquisiton | 2016-05-16 | 25,303,164 | $0.00 | 25,303,164 | No | 4 | C | Indirect | By affiliate |
Common Stock | Disposition | 2016-05-17 | 7,503,486 | $21.00 | 17,799,678 | No | 4 | S | Indirect | By affiliate |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | By affiliate |
No | 4 | S | Indirect | By affiliate |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Cumulative Convertible Participating Preferred Stock | Disposition | 2016-05-16 | 216,789 | $0.00 | 25,303,164 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Indirect |
Footnotes
- In anticipation of the closing of the Issuer's initial public offering of Common Stock on May 17, 2016, CD&R Landscapes Holdings, L.P. ("CD&R Holdings") converted each of the 216,789.33155 shares of Cumulative Convertible Participating Preferred Stock ("Preferred Stock") of the Issuer held by it into shares of Common Stock at a conversion ratio of 116.717755, which included accrued but unpaid dividends through the conversion date (and is the conversion ratio determined in accordance with the terms of the Certificate of Designations, Preferences and Rights for the Preferred Stock (the "Certificate of Designations")), without payment or any consideration. Any fractional shares resulting from this conversion were cashed out at fair market value.
- CD&R Associates VIII, Ltd., as the general partner of CD&R Holdings, CD&R Associates VIII, L.P., as the sole stockholder of CD&R Associates VIII, Ltd., and CD&R Investment Associates VIII, Ltd., as the general partner of CD&R Associates VIII, L.P., may each be deemed to beneficially own the shares of Common Stock held by CD&R Holdings.
- Each of CD&R Associates VIII, Ltd., CD&R Associates VIII, L.P. and CD&R Investment Associates VIII, Ltd. expressly disclaims beneficial ownership of the shares of Common Stock held by CD&R Holdings, except to the extent of its pecuniary interest therein.
- CD&R Holdings was eligible to convert its Preferred Stock at any time into shares of Common Stock at the conversion ratio specified in the Certificate of Designations. Upon certain change of control events, the Preferred Stock was mandatorily redeemable, for an amount equal to either (at the option of CD&R Holdings): (x) the same consideration as paid for shares of Common Stock on an as-converted basis or (y) its liquidation preference.