BC Partners Holdings Ltd - Jul 29, 2021 Form 3/A - Amendment Insider Report for Cyxtera Technologies, Inc. (CYXTQ)

Role
10%+ Owner
Signature
BC Partners Holdings Limited, By: /s/ Lee Clark, Name: Lee Clark, Title: Director
Stock symbol
CYXTQ
Transactions as of
Jul 29, 2021
Transactions value $
$0
Form type
3/A - Amendment
Date filed
8/12/2021, 04:33 PM
Date Of Original Report
Aug 9, 2021
Next filing
Oct 22, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CYXTQ Optional Shares Jul 29, 2021 Class A Common Stock 3.75M By SIS Holdings LP F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The option to purchase shares of Class A common stock at a price per share of $10.00 is exercisable by SIS Holdings LP at any time or from time to time during the six months following the day that is the first business day after the consummation of the business combination between Starboard Value Acquisition Corp. and Cyxtera Technologies, Inc., which was consummated on July 29, 2021.
F2 These options to purchase were inadvertently omitted from the Reporting Persons' original Form 3.
F3 The general partner of SIS Holdings LP is SIS Holdings GP, LLC ("SIS GP"). SIS GP is managed by a board of directors, a majority of which is appointed by BCEC Cyxtera Technologies Holdings (Guernsey) L.P. (the "BC Stockholder"). The general partners of the BC Stockholder are CIE Management IX Limited and BCEC Management X Limited, which are controlled by the board of directors, which are appointed by BC Partners Group Holdings Limited, which is a majority-owned subsidiary of BC Partners Holdings Limited, which is controlled by Lee Clark, Karen Jamieson, Mark Rodliffe and Nikos Stathopoulos. As a result, each of the foregoing entities may be deemed to share voting and investment power over the shares held directly by SIS Holdings LP, but disclaim beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein.
F4 Pursuant to a Stockholder Matters Agreement, dated as of July 30, 2021, Medina Capital Fund II- SIS Holdco, L.P. (the "Medina Stockholder") maintains a negative consent right over the disposition of the securities held by SIS Holdings LP. Medina Capital Fund II - SIS Holdco GP, LLC ("Medina GP") is the general partner of the Medina Stockholder. Manuel D. Medina ultimately controls Medina GP. As such, the each of the Medina Stockholder, Medina GP and Mr. Medina may be deemed to share beneficial ownership over the securities held directly by SIS Holdings LP. Each of Mr. Medina and the foregoing entities disclaim beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein.