Warburg Pincus (Cayman) XII, L.P.

SEC source: 0000899243-19-028789 · doc4.xml · derivative · entry 1

Warburg Pincus (Bermuda) Private Equity GP Ltd. · CIK 0001555729 · 10% owner

WP SemGroup Holdings L.P. · CIK 0001728684 · 10% owner

WP Cayman SemGroup Holdings L.P. · CIK 0001783661 · 10% owner

Warburg Pincus (Europa) Private Equity XII (Cayman), L.P. · CIK 0001722343 · 10% owner

Warburg Pincus (Cayman) XII, L.P. · CIK 0001722309 · 10% owner

Warburg Pincus (Cayman) XII GP LLC · CIK 0001722306 · 10% owner

Warburg Pincus Partners II (Cayman), L.P. · CIK 0001658820 · 10% owner

KAYE CHARLES R · CIK 0001239318 · Director · 10% owner

Landy Joseph P. · CIK 0001220638 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Class A Common Stock, $0.01 Par Value · 10,051,574 shares

Expires not disclosed

F4 · derivative.exercise_price: On or after July 19, 2019 (the eighteen month anniversary of the issue date of the Series A Preferred), each share of Series A Preferred is convertible into such number of shares of class A common stock of the Company, par value $0.01 ("Common Stock"), as is equal to the accreted value of such share of Series A Preferred divided by a conversion price, initially $33.00 (subject to adjustment pursuant to the terms of the Series A Certificate of Designations).

F4 · price: On or after July 19, 2019 (the eighteen month anniversary of the issue date of the Series A Preferred), each share of Series A Preferred is convertible into such number of shares of class A common stock of the Company, par value $0.01 ("Common Stock"), as is equal to the accreted value of such share of Series A Preferred divided by a conversion price, initially $33.00 (subject to adjustment pursuant to the terms of the Series A Certificate of Designations).

F4 · derivative.expiration_date: On or after July 19, 2019 (the eighteen month anniversary of the issue date of the Series A Preferred), each share of Series A Preferred is convertible into such number of shares of class A common stock of the Company, par value $0.01 ("Common Stock"), as is equal to the accreted value of such share of Series A Preferred divided by a conversion price, initially $33.00 (subject to adjustment pursuant to the terms of the Series A Certificate of Designations).

F4 · derivative.underlying_shares: On or after July 19, 2019 (the eighteen month anniversary of the issue date of the Series A Preferred), each share of Series A Preferred is convertible into such number of shares of class A common stock of the Company, par value $0.01 ("Common Stock"), as is equal to the accreted value of such share of Series A Preferred divided by a conversion price, initially $33.00 (subject to adjustment pursuant to the terms of the Series A Certificate of Designations).

F1 · ownership.nature: Note: This "Exit" Form 4 is voluntarily filed to report solely that the Reporting Person is no longer a beneficial owner of any securities of the Issuer, as of December 5, 2019, and therefore is no longer subject to Section 16 reporting. The Reporting Person did not have any transactions in the Issuer's securities during the time that it was a Section 16 reporting person.

F2 · ownership.nature: This Form 3 is filed on behalf of WP SemGroup Holdings, L.P., a Delaware limited partnership ("WP SemGroup LP"), WP Cayman SemGroup Holdings, L.P., a Delaware limited partnership and general partner of WP SemGroup LP ("WP Cayman SemGroup LP"), Warburg Pincus (Europa) Private Equity XII (Cayman), L.P., a Cayman Islands exempted limited partnership and the general partner of WP Cayman SemGroup LP ("WP Europa PE XII LP"), Warburg Pincus (Cayman) XII, L.P., a Cayman Islands exempted limited partnership and the general partner of WP Europa PE XII LP ("WP Cayman XII LP"), Warburg Pincus (Cayman) XII GP LLC, a Delaware limited liability company and the general partner of WP Cayman XII LP ("WP Cayman XII GP LLC"), Warburg Pincus Partners II (Cayman), L.P., a Cayman Islands exempted limited partnership and sole member of WP Cayman XII GP LLC ("WPP II Cayman LP"),

F3 · ownership.nature: (continued from footnote 2) Warburg Pincus (Bermuda) Private Equity GP Ltd., a company registered in the Islands of Bermuda and general partner of WPP II Cayman LP ("WP Bermuda PE GP"), Charles R. Kaye and Joseph P. Landy. Messrs. Kaye and Landy are the sole Directors and Co-Chairmen of WP Bermuda PE GP.

SEC source: 0000899243-19-027059 · doc4.xml · nonDerivative · entry 1

Warburg Pincus (Cayman) XII, L.P. · CIK 0001722309 · 10% owner

Warburg Pincus (Cayman) XII GP LLC · CIK 0001722306 · 10% owner

Warburg Pincus Partners II (Cayman), L.P. · CIK 0001658820 · 10% owner

Warburg Pincus (Bermuda) Private Equity GP Ltd. · CIK 0001555729 · 10% owner

WARBURG PINCUS LLC · CIK 0001162870 · 10% owner

KAYE CHARLES R · CIK 0001239318 · 10% owner

Landy Joseph P. · CIK 0001220638 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 32,211,010

F1 · kind: On November 6, 2019, Cyren Ltd. (the "Issuer") consummated a rights offering and WP XII Investments (as defined below) acquired 4,624,277 ordinary shares, nominal value NIS 0.15 per share (the "Ordinary Shares"), of the Issuer in such offering.

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Warburg Pincus Reporting Person"): (i) WP XII Investments B.V., a company incorporated in the Netherlands ("WP XII Investments"); (ii) WP XII Investments Cooperatief U.A., a company incorporated in the Netherlands ("WP XII Investments Cooperatief"); (iii) Warburg Pincus (Callisto) Private Equity XII (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Callisto"); (iv) Warburg Pincus (Europa) Private Equity XII (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Europa"); (v) Warburg Pincus (Ganymede) Private Equity XII (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Ganymede"); (vi) Warburg Pincus Private Equity XII-B (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII-B"); (vii) Warburg Pincus Private Equity XII-D (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII-D");

F3 · ownership.nature: (Continued from Footnote 2) (viii) Warburg Pincus Private Equity XII-E (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII-E"); (ix) Warburg Pincus XII Partners (Cayman), L.P., a Cayman Islands exempted limited partnership ("Warburg Pincus XII Partners"); (x) WP XII Partners (Cayman), L.P., a Cayman Islands exempted limited partnership ("WP XII Partners", and together with WP XII Callisto, WP XII Europa, WP XII Ganymede, WP XII-B, WP XII-D, WP XII-E and Warburg Pincus XII Partners, the "WP XII Funds"); (xi) Warburg Pincus LLC, a New York limited liability company ("WP LLC"); (xii) Warburg Pincus (Cayman) XII, L.P., a Cayman Islands exempted limited partnership ("WP XII Cayman GP"); (xiii) Warburg Pincus (Cayman) XII GP LLC, a Delaware limited liability company ("WP XII Cayman GP LLC"); (xiv) Warburg Pincus Partners II (Cayman), L.P., a Cayman Islands exempted limited partnership ("WPP II Cayman");

F4 · ownership.nature: (Continued from Footnote 3) (xv) Warburg Pincus (Bermuda) Private Equity GP Ltd., a Bermuda exempted company ("WP Bermuda GP", and, together with WP XII Investments, WP XII Investments Cooperatief, the WP XII Funds, WP LLC, WP XII Cayman GP, WP XII Cayman GP LLC, WPP II Cayman and WP Bermuda GP, the "Warburg Entities"); (xvi) Charles R. Kaye; and (xvii) Joseph P. Landy.

F5 · ownership.nature: WP XII Investments is wholly owned by WP XII Investments Cooperatief, which is wholly owned by the WP XII Funds. WP LLC is the manager of the WP XII Funds and WP XII Cayman GP is the general partner of each of the WP XII Funds. WP XII Cayman GP LLC is the general partner of WP XII Cayman GP. WPP II Cayman is the sole member of WP XII Cayman GP LLC. WP Bermuda GP is the general partner of WPP II Cayman. Charles R. Kaye and Joseph P. Landy are the Co-Chairmen and sole Directors of WP Bermuda GP, and the Managing Members and Co-Chief Executive Officers of WP LLC, and may be deemed to control the Warburg Entities.

F6 · ownership.nature: Reflects 32,211,010 Ordinary Shares directly held by WP XII Investments.

F7 · ownership.nature: Each of Messrs. Kaye and Landy and each Warburg Entity disclaims beneficial ownership with respect to any ordinary shares of the Issuer, except to the extent of its indirect pecuniary interest in such ordinary shares. Information with respect to each of the Warburg Pincus Reporting Persons is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person.