Key facts
- This page summarizes WARBURG PINCUS & CO.'s Form 4 filing for SOC Telemed, Inc..
- 1 reported transaction and 0 derivative rows are listed below.
- Accepted by SEC: 07 Apr 2022, 16:45.
WARBURG PINCUS & CO. - 06 Apr 2022 Form 4 Insider Report for SOC Telemed, Inc.
- Reporting relationship
- Director, 10%+ Owner
- Issuer ticker
- N/A
- Reported as of
- 06 Apr 2022
- Net transaction value
- -$101,624,895
- SEC form
- 4
- Accepted by SEC
- 07 Apr 2022, 16:45:23 UTC
- Next SEC filing
- 06 Mar 2024
- Source filing
- View source filing
- Reporting owner signature
- See Exhibit 99.1
Source evidence
Original filing metadata and source links for verification.
4 source fields
Reporting owner
1 detail
Key filing fact
WARBURG PINCUS & CO. filed Form 4 for SOC Telemed, Inc. on 07 Apr 2022.
Change
- No earlier filing in this sequence is available for direct comparison.
- Current net transaction value: -$101,624,895.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
TLMD
transaction
Class A Common Stock
Disposed to Issuer
- Transaction value
- $101,624,895
- Shares
- -33,874,965
- Change %
- -100%
- Price
- $3.00
- Shares after
- 0
- Date
- 06 Apr 2022
- Ownership
- See Footnotes
- Footnotes
- F1, F2, F3
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
WARBURG PINCUS & CO. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 3 footnotes
Footnote F1
On April 6, 2022, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 2, 2022, by and among SOC Telemed, Inc. (the "Issuer"), Spark Parent, Inc. ("Parent") and Spark Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub was merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a direct, wholly owned subsidiary of Parent, each share of the Issuer's Class A Common Stock (other than certain excluded shares) outstanding as of immediately prior to the effective time of the Merger (the "Effective Time") was canceled and automatically converted into the right to receive an amount in cash equal to $3.00 (the "Merger Consideration"), without any interest thereon and subject to any applicable withholding taxes.
Footnote F2
Reflects shares of Class A Common Stock held directly by SOC Holdings LLC. SOC Holdings LLC is controlled by WPXI Finance, LP ("WPXIF") and Warburg Pincus XI Partners, L.P. ("WPXI Partners"). WPXIF is a subsidiary of Warburg Pincus Private Equity XI, L.P. ("WPXI"). WPXI Partners and WPXI are collectively referred to as the "WPXI Funds." WPXI GP, L.P. ("WPXIF GP") is the managing general partner of WPXIF. WPXI is the general partner of WPXIF GP. Warburg Pincus XI, L.P. ("WP XI GP") is the general partner of each of WPXI and WPXI Partners. WP Global LLC ("WP Global") is the general partner of WP XI GP. Warburg Pincus Partners II, L.P. ("WPP II") is the managing member of WP Global. Warburg Pincus Partners GP LLC ("WPP GP LLC") is the general partner of WPP II. Warburg Pincus & Co. ("WP") is the managing member of WPP GP LLC. Warburg Pincus LLC ("WP LLC") is the manager of the WPXI Funds.
Footnote F3
Each of WPXIF, WPXI Partners, WPXIF GP, WPXI, WP XI GP, WP Global, WPP II, WPP GP LLC, WP and WP LLC disclaim beneficial ownership of all shares held by SOC Holdings LLC, except to the extent of its pecuniary interest therein, if any.
SEC remarks
Each of SOC Holdings LLC, WPXIF, WPXI Partners, WPXIF GP, WPXI, WP XI GP, WP Global, WPP II, WPP GP LLC, WP and WP LLC is a director-by-deputization solely for purposes of Section 16 of the Exchange Act. Form 1 of 2. Two reports are filed that relate to the same transactions. See Form 2 of 2 for additional reporting entities. Exhibit 99.1 list of reporting owners and signature page filed herewith.