SLTA VI (GP), L.L.C. - 27 Oct 2022 Form 3 Insider Report for GLOBAL PAYMENTS INC (GPN)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
3
Accepted by SEC
28 Oct 2022, 18:02:24 UTC
Prior SEC filing
14 Mar 2022
Next SEC filing
10 Nov 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C., managing member of SLTA VI (GP), L.L.C.

Key filing fact

SLTA VI (GP), L.L.C. filed Form 3 for GLOBAL PAYMENTS INC (GPN) on 28 Oct 2022.

Key facts

  • This page summarizes SLTA VI (GP), L.L.C.'s Form 3 filing for GLOBAL PAYMENTS INC (GPN).
  • 0 reported transactions and 4 derivative rows are listed below.
  • Accepted by SEC: 28 Oct 2022, 18:02.

Change

  • Previous filing in this sequence was filed on 14 Mar 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

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

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

GPN holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
73
Date
27 Oct 2022
Ownership
Direct
Footnotes
F11

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

GPN holding Derivative

1.00% Convertible Senior Notes due 2029

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
27 Oct 2022
Ownership
Held through SLP VI Galaxy Holdings, L.P.
Underlying class
Common Stock
Underlying amount
2,488,115
Exercise price
$140.67
Footnotes
F1, F3, F6, F7, F8, F9, F10
GPN holding Derivative

1.00% Convertible Senior Notes due 2029

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
27 Oct 2022
Ownership
Held through SLP VI Galaxy Holdings II, L.P.
Underlying class
Common Stock
Underlying amount
4,905,141
Exercise price
$140.67
Footnotes
F2, F3, F6, F7, F8, F9, F10
GPN holding Derivative

1.00% Convertible Senior Notes due 2029

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
27 Oct 2022
Ownership
Held through SLA II Galaxy Holdings, L.P.
Underlying class
Common Stock
Underlying amount
1,848,314
Exercise price
$140.67
Footnotes
F4, F6, F7, F8, F10
GPN holding Derivative

1.00% Convertible Senior Notes due 2029

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
27 Oct 2022
Ownership
Held through SLP Galaxy Co-Invest, L.P.
Underlying class
Common Stock
Underlying amount
1,421,780
Exercise price
$140.67
Footnotes
F5, F6, F7, F8, F10
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 11 footnotes

Footnote F1

SLP VI Galaxy Holdings, L.P. ("SLP Galaxy") holds $350 million principal amount of 1.00% Convertible Senior Notes due 2029 (the "Convertible Notes") of Global Payments Inc. (the "Issuer"). SLP VI Galaxy GP, L.L.C. ("SLP Galaxy GP") is the general partner of SLP Galaxy.

Footnote F2

SLP VI Galaxy Holdings II, L.P. ("SLP Galaxy II") holds $690 million principal amount of the Convertible Notes. SLP VI Galaxy GP II, L.L.C. ("SLP Galaxy GP II") is the general partner of SLP Galaxy II.

Footnote F3

SLP VI Galaxy Aggregator, L.P. ("SLP Aggregator") is the managing member of SLP Galaxy GP and SLP Galaxy GP II. SLP VI Aggregator GP, L.L.C. ("SLP VI GP") is the general partner of SLP Aggregator. Silver Lake Technology Associates VI, L.P. ("SLTA VI") is the managing member of SLP VI GP. SLTA VI (GP), L.L.C. ("SLTA VI GP") is the general partner of SLTA VI.

Footnote F4

SLA II Galaxy Holdings, L.P. ("SLA Galaxy") holds $260 million principal amount of the Convertible Notes. SLA II Galaxy GP, L.L.C. ("SLA Galaxy GP") is the general partner of SLA Galaxy. SLA II Galaxy Aggregator, L.P. ("SLA Aggregator") is the managing member of SLA Galaxy GP. SL Alpine II Aggregator GP, L.L.C. ("SLA II GP") is the general partner of SLA Aggregator. Silver Lake Alpine Associates II, L.P. ("SLAA II") is the managing member of SLA II GP. SLAA II (GP), L.L.C. ("SLAA II GP") is the general partner of SLAA II.

Footnote F5

SLP Galaxy Co-Invest, L.P. ("SLP Co-Invest") holds $200 million principal amount of the Convertible Notes. SLP VI Co-Invest GP, L.L.C. ("SLP Co-Invest GP") is the general partner of SLP Co-Invest.

Footnote F6

Silver Lake Group, L.L.C. ("SLG") is the managing member of each of SLTA VI GP, SLAA II GP and SLP Co-Invest GP. Mr. Joseph Osnoss serves as a member of the board of directors of the Issuer and as a Managing Member of SLG. Each of SLP Galaxy, SLP Galaxy GP, SLP Galaxy II, SLP Galaxy GP II, SLP Aggregator, SLP VI GP, SLTA VI, SLTA VI GP, SLA Galaxy, SLA Galaxy GP, SLA Aggregator, SLA II GP, SLAA II, SLAA II GP, SLP Co-Invest, SLP Co-Invest GP and SLG may be deemed to be a director by deputization of the Issuer.

Footnote F7

On August 1, 2022, affiliates of the Reporting Persons entered into an Investment Agreement with the Issuer (the "Investment Agreement"), pursuant to which, on August 8, 2022, the Issuer issued an aggregate of $1.5 billion principal amount of the Issuer's Convertible Notes under an indenture governing the Convertible Notes. In accordance with the Investment Agreement, each of SLP Galaxy, SLP Galaxy II, SLA Galaxy and SLP Co-Invest is restricted from converting the Convertible Notes prior to the earlier of (i) eighteen months after the date of issuance and (ii) immediately prior to the consummation of a change of control of the Issuer, in each case, subject to certain exceptions.

Footnote F8

The Convertible Notes mature on August 15, 2029, subject to earlier repurchase or conversion in accordance with their terms.

Footnote F9

Upon conversion of the Convertible Notes, the principal amount of, and interest due on, the Convertible Notes are required to be settled in cash and any other amounts may be settled in shares, cash or a combination of shares and cash at the Issuer's election. This number represents the number of shares of Common Stock underlying the Convertible Notes if the full amount of the Convertible Notes were permitted to be settled solely through the delivery of shares of Common Stock by delivering a number of shares of Common Stock at the initial conversion rate of 7.1089 shares of Common Stock (the "Conversion Rate"), and cash in lieu of fractional shares of Common Stock, per $1,000 principal amount of Convertible Notes. The initial Conversion Rate is subject to adjustment from time to time upon the occurrence of certain customary events in accordance with the terms of an indenture governing the Convertible Notes.

Footnote F10

The initial Conversion Rate is equivalent to an initial conversion price of approximately $140.67 per share of Common Stock.

Footnote F11

Represents shares of Common Stock held directly by Joseph Osnoss.

SEC remarks

Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons are filing a separate Form 3. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, or are subject to Section 16 of the Exchange Act, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.

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