organization · Reporting owner
NMI III (Cayman) GP, Ltd.
Disclosed activity across 1 company
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Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| VWR CorpVWR · Entity 171619 | 10% owner | May 04, 2017 | May 15, 2017 |
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.
VWR Corp
Report date May 04, 2017 · Filed May 15, 2017
Jointly reported with Avantor, Inc., New Mountain Partners III Cayman (AIV-B), L.P., New Mountain Investments III (Cayman), L.P., KLINSKY STEVEN B, Vail Acquisition Corp
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common Stock, par value $0.01 per shareSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
Holding disclosure · report date 2017-05-04 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 1 · Balance 0 F1: As a result of entering into the Voting Agreement between Avantor, Inc. ("Parent"), Vail Acquisition Corp ("Merger Sub") and Varietal Distribution Holdings, LLC ("VDH"), dated as of May 4, 2017 (the "Voting Agreement"), the Reporting Persons may be deemed to beneficially own, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), in excess of 10% of the outstanding common stock, par value $0.01 per share ("Common Stock"), of the Issuer. F2: Pursuant to the Voting Agreement, subject to certain exceptions, VDH agreed to vote, or cause to be voted, its respective shares of Common Stock (representing approximately 34.7% of the outstanding Common Stock), together with any additional shares of Common Stock acquired by VDH after May 4, 2017 (the "Subject Shares"), in favor of adopting the Agreement and Plan of Merger, dated as of May 4, 2017, among the Issuer, Parent and Merger Sub, the Merger, and the other transactions contemplated thereby at the meeting of the stockholders of the Issuer to be held for that purpose. In addition, VDH granted Parent an irrevocable proxy to vote the Subject Shares in the manner contemplated by the Voting Agreement and agreed not to transfer such shares until the Voting Agreement is terminated. As a result, the Reporting Persons are filing this Form 3. Based on representations given by VDH, as of May 4, 2017, VDH beneficially owned 45,750,000 shares of Common Stock. F3: Pursuant to Rule 16a-1(a)(4), the Reporting Persons expressly disclaim beneficial ownership of the securities beneficially owned by VDH, and the filing of this Form 3 shall not be deemed an admission of beneficial ownership by the Reporting Persons of such securities for purposes of Section 16 of the Exchange Act or for any other purpose. |
Filing footnotes · ownership attribution and instrument terms
F1: As a result of entering into the Voting Agreement between Avantor, Inc. ("Parent"), Vail Acquisition Corp ("Merger Sub") and Varietal Distribution Holdings, LLC ("VDH"), dated as of May 4, 2017 (the "Voting Agreement"), the Reporting Persons may be deemed to beneficially own, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), in excess of 10% of the outstanding common stock, par value $0.01 per share ("Common Stock"), of the Issuer.
F2: Pursuant to the Voting Agreement, subject to certain exceptions, VDH agreed to vote, or cause to be voted, its respective shares of Common Stock (representing approximately 34.7% of the outstanding Common Stock), together with any additional shares of Common Stock acquired by VDH after May 4, 2017 (the "Subject Shares"), in favor of adopting the Agreement and Plan of Merger, dated as of May 4, 2017, among the Issuer, Parent and Merger Sub, the Merger, and the other transactions contemplated thereby at the meeting of the stockholders of the Issuer to be held for that purpose. In addition, VDH granted Parent an irrevocable proxy to vote the Subject Shares in the manner contemplated by the Voting Agreement and agreed not to transfer such shares until the Voting Agreement is terminated. As a result, the Reporting Persons are filing this Form 3. Based on representations given by VDH, as of May 4, 2017, VDH beneficially owned 45,750,000 shares of Common Stock.
F3: Pursuant to Rule 16a-1(a)(4), the Reporting Persons expressly disclaim beneficial ownership of the securities beneficially owned by VDH, and the filing of this Form 3 shall not be deemed an admission of beneficial ownership by the Reporting Persons of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.