0001140361-15-012842.txt : 20150320 0001140361-15-012842.hdr.sgml : 20150320 20150320163400 ACCESSION NUMBER: 0001140361-15-012842 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150318 FILED AS OF DATE: 20150320 DATE AS OF CHANGE: 20150320 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WEST CORP CENTRAL INDEX KEY: 0001024657 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 470777362 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11808 MIRACLE HILLS DR CITY: OMAHA STATE: NE ZIP: 68154 BUSINESS PHONE: 4025717700 MAIL ADDRESS: STREET 1: 11808 MIRACLE HILLS DR. CITY: OMAHA STATE: NE ZIP: 68154 FORMER COMPANY: FORMER CONFORMED NAME: WEST TELESERVICES CORP DATE OF NAME CHANGE: 19961010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THL Coinvestment Partners, L.P. CENTRAL INDEX KEY: 0001429869 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716654 BUSINESS ADDRESS: STREET 1: 100 FEDERAL STREET STREET 2: C/O THOMAS H. LEE PARTNERS, L.P. CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6172271050 MAIL ADDRESS: STREET 1: 100 FEDERAL STREET STREET 2: C/O THOMAS H. LEE PARTNERS, L.P. CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Thomas H. Lee Parallel (DT) Fund VI, L.P. CENTRAL INDEX KEY: 0001429870 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716655 BUSINESS ADDRESS: STREET 1: 100 FEDERAL STREET STREET 2: C/O THOMAS H. LEE PARTNERS, L.P. CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6172271050 MAIL ADDRESS: STREET 1: 100 FEDERAL STREET STREET 2: C/O THOMAS H. LEE PARTNERS, L.P. CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THL Equity Fund VI Investors (West), L.P. CENTRAL INDEX KEY: 0001572598 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716651 BUSINESS ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 227-1050 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THL Equity Fund VI Investors (West) HL, L.P. CENTRAL INDEX KEY: 0001572600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716650 BUSINESS ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 227-1050 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Thomas H. Lee Parallel Fund VI, L.P. CENTRAL INDEX KEY: 0001375663 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716656 BUSINESS ADDRESS: STREET 1: 100 FEDRAL STREET STREET 2: FLOOR 35 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 227-1050 MAIL ADDRESS: STREET 1: 100 FEDRAL STREET STREET 2: FLOOR 35 CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Putnam Investment Holdings, LLC CENTRAL INDEX KEY: 0001336329 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716653 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 617-760-1061 MAIL ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Putnam Investments Employees' Securities Co III LLC CENTRAL INDEX KEY: 0001545929 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716652 BUSINESS ADDRESS: STREET 1: C/O THOMAS H.LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 -227-1050 MAIL ADDRESS: STREET 1: C/O THOMAS H.LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THOMAS H. LEE ADVISORS, LLC CENTRAL INDEX KEY: 0001260943 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716658 BUSINESS ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6172271050 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 FORMER NAME: FORMER CONFORMED NAME: LEE THOMAS H ADVISORS LLC DATE OF NAME CHANGE: 20030822 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Thomas H. Lee Equity Fund VI, L.P. CENTRAL INDEX KEY: 0001375668 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35846 FILM NUMBER: 15716657 BUSINESS ADDRESS: STREET 1: 100 FEDRAL STREET STREET 2: FLOOR 35 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 227-1050 MAIL ADDRESS: STREET 1: 100 FEDRAL STREET STREET 2: FLOOR 35 CITY: BOSTON STATE: MA ZIP: 02110 4 1 doc1.xml FORM 4 X0306 4 2015-03-18 0 0001024657 WEST CORP WSTC 0001260943 THOMAS H. LEE ADVISORS, LLC C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 0 0 1 0 0001375668 Thomas H. Lee Equity Fund VI, L.P. C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 0 0 1 0 0001375663 Thomas H. Lee Parallel Fund VI, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 1 0 1 0 0001429870 Thomas H. Lee Parallel (DT) Fund VI, L.P. 100 FEDERAL STREET C/O THOMAS H. LEE PARTNERS, L.P. BOSTON MA 02110 0 0 1 0 0001429869 THL Coinvestment Partners, L.P. 100 FEDERAL STREET C/O THOMAS H. LEE PARTNERS, L.P. BOSTON MA 02110 0 0 1 0 0001336329 Putnam Investment Holdings, LLC ONE POST OFFICE SQUARE BOSTON MA 02109 0 0 1 0 0001545929 Putnam Investments Employees' Securities Co III LLC C/O THOMAS H.LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 0 0 1 0 0001572598 THL Equity Fund VI Investors (West), L.P. C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 0 0 1 0 0001572600 THL Equity Fund VI Investors (West) HL, L.P. C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 0 0 1 0 Common Stock 2015-03-18 4 S 0 10471220 29.5969 D 25791545 I See Footnotes Common Stock 2015-03-18 4 S 0 827764 29.5969 D 24963781 I See Footnotes See Exhibit 99.1 for text of footnote (1) See Exhibit 99.1 for text of footnote (2) See Exhibit 99.1 for text of footnote (3) See Exhibit 99.1 for text of footnote (4) See Exhibit 99.1 for text of footnote (5) See Exhibit 99.1 for text of footnote (6) Exhibits 99.1 (Footnotes) and 99.2 (Joint Filer Information) are incorporated herein by reference. THOMAS H. LEE ADVISORS, LLC By: THL Holdco, LLC its Managing Member: /s/ Charles P. Holden, Managing Director 2015-03-20 EX-99.1 2 mm03-2015_wstc4e991.htm FOOTNOTES mm03-2015_wstc4e991.htm
Exhibit 99.1
 
Name and Address of Reporting Person:
Thomas H. Lee Advisors, LLC
 
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
 
Footnotes to Form 4
 
(1) This statement is being filed by the following Reporting Persons:  Thomas H. Lee Advisors, LLC (“THL Advisors”), Thomas H. Lee Equity Fund VI, L.P. (“THL Equity VI”), Thomas H. Lee Parallel Fund VI, L.P. (“Parallel Fund VI”), Thomas H. Lee Parallel (DT) Fund VI, L.P. (“DT Fund VI”), THL Coinvestment Partners, L.P. (“THL Coinvestment”), THL Equity Fund VI Investors (West), L.P. (“THL West”), THL Equity Fund VI Investors (West) HL, L.P. (“THL West HL”) together with THL Equity VI, Parallel Fund VI, DT Fund VI, THL Coinvestment, THL West and THL West HL, (the “THL Funds”) as well as Putnam Investment Holdings, LLC (“Putnam”) and Putnam Investments Employees’ Securities Company III LLC (“Putnam III”).
 
The reporting person is the general partner of Thomas H. Lee Partners, L.P., which in turn is the general partner of THL Coinvestment and THL Equity Advisors VI, LLC, which in turn is the general partner of THL Equity VI, Parallel Fund VI, DT Fund VI, THL West, and THL West HL.  THL Advisors is attorney-in-fact of Putnam Investments, LLC, which is the managing member of Putnam, which in turn is the managing member of Putnam III.
 
More than 50% of the voting power for the election of directors of the Issuer is owned by a group comprised of the Reporting Persons, and other entities, including Quadrangle Capital Partners II LP, Quadrangle Select Partners II LP, Quadrangle Capital Partners II-A LP, whose General Partner is Quadrangle GP Investors II LP whose General Partner is QCP GP Investors II LLC.
 
(2)  Represents shares of the Issuer sold by the following entities:  4,339,552 shares sold by THL Equity VI; 2,938,512 shares sold by Parallel Fund VI; 513,299 shares sold by DT Fund VI; 7,961 shares sold by THL Coinvestment; 22,148 shares sold by Putnam; 22,139 shares sold by Putnam III; 2,279,004 shares sold by THL West; and 348,605 shares sold by THL West HL.
 
(3)  Represents shares of the Issuer repurchased by Issuer from the following entities:  343,048 shares sold by THL Equity VI; 232,293 shares sold by Parallel Fund VI; 40,577
 
 
 
 
 
 
 

shares sold by DT Fund VI; 629 shares sold by THL Coinvestment; 1,751 shares sold by Putnam; 1,750 shares sold by Putnam III; 180,158 shares sold by THL West; and 27,558 shares sold by THL West HL.
 
(4) Each of the Reporting Persons disclaims beneficial ownership of the shares listed in the report, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for the purpose of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein.
 
(5) This amount represents the per share proceeds of $29.596875 which is equal to the public offering price of $30.75 less underwriting discount of $1.153125.
 
(6) This amount represents the per share proceeds of $29.596875.
 EX-99.2 3 mm03-2015_wstc4e992.htm JOINT FILER INFORMATION mm03-2015_wstc4e992.htm
Exhibit 99.2

Joint Filer Information


Name of Joint Filer:
Thomas H. Lee Equity Fund VI, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

THOMAS H. LEE EQUITY FUND VI, L.P.
By: THL Equity Advisors VI, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partners
By: THL Holdco, LLC, its Managing Member

 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  

Dated:  March 20, 2015


 
1
 

Exhibit 99.2

Joint Filer Information


Name of Joint Filer:
Thomas H. Lee Parallel Fund VI, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

THOMAS H. LEE PARALLEL FUND VI, L.P.
By: THL Equity Advisors VI, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
 

 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  
 
Dated:  March 20, 2015


 
2
 

Exhibit 99.2

Joint Filer Information

(continued)



Name of Joint Filer:
Thomas H. Lee Parallel (DT) Fund VI, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

THOMAS H. LEE PARALLEL (DT) FUND VI, L.P.
By: THL Equity Advisors VI, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member

 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  
 
Dated:  March 20, 2015


 
3
 

Exhibit 99.2

Joint Filer Information

(continued)




Name of Joint Filer:
THL Coinvestment Partners, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

THL COINVESTMENT PARTNERS, L.P.
By: Thomas H. Lee Partners, L.P., its General Partner
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member

 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  
 
Dated:  March 20, 2015



 
4
 

Exhibit 99.2

Joint Filer Information

(continued)




Name of Joint Filer:
Putnam Investment Holdings, LLC
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

PUTNAM INVESTMENT HOLDINGS, LLC
By: Putnam Investments, LLC, its Managing Member
By: Thomas H. Lee Advisors, LLC, its Attorney-in-Fact
By: THL Holdco, LLC, its Managing Member

 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  
 
Dated:  March 20, 2015


 
5
 

Exhibit 99.2

Joint Filer Information

(continued)




Name of Joint Filer:
Putnam Investments Employees’ Securities Company III LLC
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

PUTNAM INVESTMENTS EMPLOYEES’ SECURITIES COMPANY III LLC
By: Putnam Investment Holdings, LLC, its Managing Member
By: Putnam Investments, LLC, its Managing Member
By: Thomas H. Lee Advisors, LLC, its Attorney-in-Fact
By: THL Holdco, LLC, its Managing Member

 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  
 
Dated:  March 20, 2015


 
6
 

Exhibit 99.2

Joint Filer Information

(continued)




Name of Joint Filer:
THL Equity Fund VI Investors (West), L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

THL EQUITY FUND VI INVESTORS (WEST), L.P.
By: THL Equity Advisors VI, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  
 
Dated:  March 20, 2015


 
7
 

Exhibit 99.2

Joint Filer Information

(continued)




Name of Joint Filer:
THL Equity Fund VI Investors (West) HL, L.P.
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
10% Owner
   
Issuer Name and Ticker or Trading Symbol:
West Corporation [WSTC]
   
Date of Event Requiring Statement
  
(Month/Day/Year):
March 18, 2015
   
Designated Filer:
Thomas H. Lee Advisors, LLC


Signature:

THL EQUITY FUND VI INVESTORS (WEST) HL, L.P.
By: THL Equity Advisors VI, LLC, its General Partner
By: Thomas H. Lee Partners, L.P., its Sole Member
By: Thomas H. Lee Advisors, LLC, its General Partner
By: THL Holdco, LLC, its Managing Member
 
By:
/s/ Charles P. Holden
  
Name:
Charles P. Holden
  
Title:
Managing Director
  
 
Dated:  March 20, 2015


 
8