Onex Corp - Jun 14, 2021 Form 4 Insider Report for CLARIVATE Plc (CLVT)

Role
10%+ Owner
Signature
Onex Corporation By: /s/ David Copeland, Managing Director - Tax
Stock symbol
CLVT
Transactions as of
Jun 14, 2021
Transactions value $
-$266,395,884
Form type
4
Date filed
6/16/2021, 04:14 PM
Previous filing
May 14, 2021
Next filing
Jul 21, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CLVT Ordinary Shares Sale -$266M -10.6M -14.79% $25.22 60.9M Jun 14, 2021 See footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Onex Corp is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Following the transaction reported herein, represents: (i) 22,541,934 ordinary shares held by Onex Partners IV LP ("Onex IV"), (ii) 1,114,405 ordinary shares held by Onex Partners IV PV LP ("Onex IV PV"), (iii) 156,045 ordinary shares held by Onex Partners IV Select LP ("Onex IV Select"), (iv) 644,675 ordinary shares held by Onex Partners IV GP LP ("Onex IV GP"), (v) 830,623 ordinary shares held by Onex US Principals LP ("Onex US"), (vi) 21,044,821 ordinary shares held by Onex Partners Holdings LLC ("Onex Holdings"), (vii) 1,332,327 ordinary shares held by New PCo A LP ("New PCo") and (viii) 13,190,554 ordinary shares held by Onex Camelot Co-Invest LP ("Onex Camelot").
F2 Onex Corporation may be deemed to beneficially own the ordinary shares held by (a) each of Onex IV, Onex IV PV, Onex Camelot, Onex IV GP and Onex IV Select, through its ownership of all of the common stock of Onex Partners Canadian GP Inc., which owns all of the equity of (i) Onex Partners IV GP Limited, which is the general partner of Onex IV GP, which is the general partner of each of Onex IV, Onex IV PV and Onex Camelot; and (ii) Onex Partners IV GP LLC, which is the general partner of Onex IV Select; (b) Onex US, through its ownership of all of the equity of Onex Private Equity Holdings LLC, which owns all of the equity of Onex American Holdings GP LLC, the general partner of Onex US; and (c) Onex Holdings, through its ownership of all of the equity of Onex Private Equity Holdings LLC, which owns all of the equity of Onex American Holdings Subco LLC, which is the majority owner of Onex Holdings.
F3 New PCo GP Inc. is the general partner of New PCo and as such may be deemed to beneficially own the ordinary shares held by New PCo. Mr. Gerald W. Schwartz beneficially owns all of the shares held by Onex Corporation and indirectly controls New PCo GP Inc., and as such Mr. Schwartz may be deemed to share beneficial ownership of the shares beneficially owned by Onex Corporation and New PCo GP Inc.

Remarks:

Due to the limitations of the SEC's electronic filing system, each of Onex US Principals LP, Onex Private Equity Holdings LLC, Onex American Holdings Subco LLC, Onex Partners Holdings LLC, New PCo A LP, New PCo GP Inc. and Gerald W. Schwartz are filing a separate Form 4.