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SLP VI Galaxy Holdings II, L.P.

Disclosed activity across 1 company

Tapewire entity
122808
SEC CIK
0001949236

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
GLOBAL PAYMENTS INCGPN · Entity 3197DirectorOctober 27, 2022October 28, 2022

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect73 Reported balance Holding disclosure · report date 2022-10-27 · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · Balance 73

F11: Represents shares of Common Stock held directly by Joseph Osnoss.

1.00% Convertible Senior Notes due 2029SEC Table II · derivative / convertible security · Conversion / exercise price $140.67IndirectHeld through SLP VI Galaxy Holdings, L.P.Not disclosed Reported balance Holding disclosure · report date 2022-10-27 · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · Balance Not disclosed

F10: The initial Conversion Rate is equivalent to an initial conversion price of approximately $140.67 per share of Common Stock.

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.

F8: The Convertible Notes mature on August 15, 2029, subject to earlier repurchase or conversion in accordance with their terms.

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.

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.

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.

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.

1.00% Convertible Senior Notes due 2029SEC Table II · derivative / convertible security · Conversion / exercise price $140.67IndirectHeld through SLP VI Galaxy Holdings II, L.P.Not disclosed Reported balance Holding disclosure · report date 2022-10-27 · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · Balance Not disclosed

F10: The initial Conversion Rate is equivalent to an initial conversion price of approximately $140.67 per share of Common Stock.

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.

F8: The Convertible Notes mature on August 15, 2029, subject to earlier repurchase or conversion in accordance with their terms.

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.

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.

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.

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.

1.00% Convertible Senior Notes due 2029SEC Table II · derivative / convertible security · Conversion / exercise price $140.67IndirectHeld through SLA II Galaxy Holdings, L.P.Not disclosed Reported balance Holding disclosure · report date 2022-10-27 · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · Balance Not disclosed

F10: The initial Conversion Rate is equivalent to an initial conversion price of approximately $140.67 per share of Common Stock.

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.

F8: The Convertible Notes mature on August 15, 2029, subject to earlier repurchase or conversion in accordance with their terms.

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.

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.

1.00% Convertible Senior Notes due 2029SEC Table II · derivative / convertible security · Conversion / exercise price $140.67IndirectHeld through SLP Galaxy Co-Invest, L.P.Not disclosed Reported balance Holding disclosure · report date 2022-10-27 · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · Balance Not disclosed

F10: The initial Conversion Rate is equivalent to an initial conversion price of approximately $140.67 per share of Common Stock.

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.

F8: The Convertible Notes mature on August 15, 2029, subject to earlier repurchase or conversion in accordance with their terms.

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.

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.

Filing footnotes · ownership attribution and instrument terms

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.

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.

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.

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.

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.

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.

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.

F8: The Convertible Notes mature on August 15, 2029, subject to earlier repurchase or conversion in accordance with their terms.

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.

F10: The initial Conversion Rate is equivalent to an initial conversion price of approximately $140.67 per share of Common Stock.

F11: Represents shares of Common Stock held directly by Joseph Osnoss.

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