Pamplona Capital Management, LLC - 02 May 2022 Form 4 Insider Report for Latham Group, Inc. (SWIM)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
04 May 2022, 20:44:14 UTC
Prior SEC filing
29 Apr 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Ronan Guilfoyle, Director of PAMPLONA EQUITY ADVISORS V LTD.

Key filing fact

Pamplona Capital Management, LLC filed Form 4 for Latham Group, Inc. (SWIM) on 04 May 2022.

Key facts

  • This page summarizes Pamplona Capital Management, LLC's Form 4 filing for Latham Group, Inc. (SWIM).
  • 2 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 04 May 2022, 20:44.

Change

  • Previous filing in this sequence was filed on 29 Apr 2022.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

SWIM transaction

Common Stock

Other

Transaction value
Shares
-12,961,421
Change %
-25%
Price
Shares after
38,884,264
Date
02 May 2022
Ownership
See Footnotes
Footnotes
F1, F2, F3, F4
SWIM transaction

Common Stock

Other

Transaction value
Shares
+12,961,421
Change %
+33%
Price
Shares after
51,845,685
Date
02 May 2022
Ownership
See Footnotes
Footnotes
F1, F2, F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

This statement is being filed by (i) Pamplona Equity Advisors V Ltd. ("PEA V"), (ii) Pamplona Equity Carryco Advisors V, Ltd. ("PECA V"), (iii) Pamplona PE Investments II, Ltd. ("PPEI"), (iv) Pamplona PE Investments Malta Limited ("PE Malta"), (v) Pamplona Capital Management LLP ("PCM LLP"), (vi) Pamplona Capital Management LLC ("PCM LLC"), (vii) Pamplona Capital Management (PE) SL ("PCM SL"), (viii) John C. Halsted and (ix) Alexander M. Knaster (the foregoing, collectively, the "Reporting Persons").

Footnote F2

Represents a cross-trade, pursuant to which Pamplona Capital Partners V, L.P. ("PCP V") transferred 12,961,421 shares of common stock, par value $0.0001 per share (the "Common Stock") of Latham Group, Inc. (the "Issuer") to Pamplona Private Equity Carryco V, L.P. ("PPEC V") for no monetary consideration.

Footnote F3

The shares of Common Stock are held by PCP V and PPEC V. PCP V is controlled by PEA V, its general partner. Mr. John C. Halsted owns 100% of the shares of PEA V. PE Malta serves as an investment manager to PCP V. PCM LLP, PCM LLC and PCM SL ("collectively, the "Pamplona Manager Entities") serve as investment advisors to PE Malta. Mr. John C. Halsted and Mr. Alexander M. Knaster are the principals of the Pamplona Manager Entities. PPEC V is controlled by PECA V, its general partner. PPEI owns 100% of the shares of PECA V. Mr. Alexander M. Knaster owns 100% of the shares of PPEI.

Footnote F4

Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC remarks

Each of PCP V, PEA V, PPEC V, PE Malta, PECA V, PPEI, the Pamplona Manager Entities, Mr. Halsted and Mr. Knaster (collectively, "Pamplona") is a member of a 10% group with Wynnchurch Capital Partners, IV, L.P., WC Partners Executive IV, L.P., Wynnchurch Partners IV, L.P., Wynnchurch Management, Ltd., Wynnchurch Capital, L.P., John Hatherly, Frank Hayes and Christopher O'Brien (collectively, "Wynnchurch"). None of the shares of Common Stock held by Wynnchurch are reflected in this report. Dane Derbyshire and William Pruellage currently serve as Pamplona's representatives on the Issuer's board of directors, and therefore Pamplona may be deemed to be a "director by deputization" of the Issuer. Due to limitations on the number of reporting persons permitted in one filing on the SEC EDGAR filing system, PCP V and PPEC V are filing a separate Form 4.

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