0001140361-21-004387.txt : 20210211 0001140361-21-004387.hdr.sgml : 20210211 20210211170456 ACCESSION NUMBER: 0001140361-21-004387 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210201 FILED AS OF DATE: 20210211 DATE AS OF CHANGE: 20210211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Global Atlantic Financial Group Ltd CENTRAL INDEX KEY: 0001576146 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 814-01269 FILM NUMBER: 21620727 BUSINESS ADDRESS: STREET 1: 31 VICTORIA PLACE CITY: HAMILTON STATE: D0 ZIP: HM 10 BUSINESS PHONE: 441-295-5485 MAIL ADDRESS: STREET 1: 31 VICTORIA PLACE CITY: HAMILTON STATE: D0 ZIP: HM 10 FORMER NAME: FORMER CONFORMED NAME: Global Atlantic Financial Group DATE OF NAME CHANGE: 20130507 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COMMONWEALTH ANNUITY & LIFE INSURANCE Co CENTRAL INDEX KEY: 0001086664 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 814-01269 FILM NUMBER: 21620728 BUSINESS ADDRESS: STREET 1: 20 GUEST STREET CITY: BRIGHTON STATE: MA ZIP: 02135 BUSINESS PHONE: 5084602400 MAIL ADDRESS: STREET 1: 20 GUEST STREET CITY: BRIGHTON STATE: MA ZIP: 02135 FORMER NAME: FORMER CONFORMED NAME: ALLMERICA FINANCIAL LIFE INSURANCE & ANNUITY CO DATE OF NAME CHANGE: 19990518 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Global Atlantic (Fin) Co CENTRAL INDEX KEY: 0001688178 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 814-01269 FILM NUMBER: 21620729 BUSINESS ADDRESS: STREET 1: 7 WORLD TRADE CENTER, 47TH FLOOR STREET 2: 250 GREENWICH STREET CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-389-2255 MAIL ADDRESS: STREET 1: 7 WORLD TRADE CENTER, 47TH FLOOR STREET 2: 250 GREENWICH STREET CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Global Atlantic Financial Ltd CENTRAL INDEX KEY: 0001589675 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 814-01269 FILM NUMBER: 21620730 BUSINESS ADDRESS: STREET 1: VICTORIA PLACE, 5TH FL STREET 2: 31 VICTORIA ST CITY: HAMILTON STATE: D0 ZIP: HM 10 BUSINESS PHONE: 441-295-5485 MAIL ADDRESS: STREET 1: VICTORIA PLACE, 5TH FL STREET 2: 31 VICTORIA ST CITY: HAMILTON STATE: D0 ZIP: HM 10 FORMER NAME: FORMER CONFORMED NAME: Commonwealth Re Midco DATE OF NAME CHANGE: 20131018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Global Atlantic Financial Group LLC CENTRAL INDEX KEY: 0001837034 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 814-01269 FILM NUMBER: 21620731 BUSINESS ADDRESS: STREET 1: C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. STREET 2: 9 WEST 57TH STREET, SUITE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9742 MAIL ADDRESS: STREET 1: C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. STREET 2: 9 WEST 57TH STREET, SUITE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: Magnolia Parent LLC DATE OF NAME CHANGE: 20201217 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BC Partners Lending Corp CENTRAL INDEX KEY: 0001726548 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD BUSINESS ADDRESS: STREET 1: 650 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-891-2880 MAIL ADDRESS: STREET 1: 650 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 3 1 form3.xml FORM 3 X0206 3 2021-02-01 0 0001726548 BC Partners Lending Corp BCPL 0001576146 Global Atlantic Financial Group Ltd C/O GLOBAL ATLANTIC FINANCIAL COMPANY 4 WORLD TRADE CENTER, 150 GREENWICH ST. NEW YORK NY 10007 true 0001086664 COMMONWEALTH ANNUITY & LIFE INSURANCE Co C/O GLOBAL ATLANTIC FINANCIAL COMPANY 4 WORLD TRADE CENTER, 150 GREENWICH ST. NEW YORK NY 10007 true 0001688178 Global Atlantic (Fin) Co C/O GLOBAL ATLANTIC FINANCIAL COMPANY 4 WORLD TRADE CENTER, 150 GREENWICH ST. NEW YORK NY 10007 true 0001589675 Global Atlantic Financial Ltd C/O GLOBAL ATLANTIC FINANCIAL COMPANY 4 WORLD TRADE CENTER, 150 GREENWICH ST. NEW YORK NY 10007 true 0001837034 Global Atlantic Financial Group LLC C/O GLOBAL ATLANTIC FINANCIAL COMPANY 4 WORLD TRADE CENTER, 150 GREENWICH ST. NEW YORK NY 10007 true Common Stock 402516.387 I See footnotes The securities reported herein are held by Forethought Life Insurance Company ("Forethought"). Commonwealth Annuity and Life Insurance Company ("Commonwealth") is the sole owner of Forethought. Global Atlantic (Fin) Company ("Global Fin") is the sole owner of Commonwealth. Global Atlantic Financial Limited ("GAFL") is the sole owner of Global Fin. Global Atlantic Financial Group Limited ("Group Limited") is the sole owner of GAFL. The Global Atlantic Financial Group LLC ("GA LLC") is the sole shareholder of Group Limited. KKR Magnolia Holdings LLC ("Magnolia") is the sole voting member of GA LLC. KKR Group Assets Holdings L.P. ("KKR Group Assets") is the sole member of Magnolia. KKR Group Asset GP LLC (KKR Assets GP") is the general partner of KKR Group Assets. KKR Group Partnership is the sole member of KKR Assets GP. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. This Form 3 is being filed in connection with the acquisition by KKR & Co. Inc. and certain of its affiliates ("KKR") of Global Atlantic Financial Group, a retirement and life insurance company ("Global Atlantic"), on February 1, 2021. In connection with that acquisition, for purposes of Section 16 of the Exchange Act, KKR may be deemed to have become the beneficial owner of the securities beneficially owned by Global Atlantic and its subsidiaries, including those owned by Forethought Life Insurance Company, including the securities of the Issuer. Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 3. GLOBAL ATLANTIC FINANCIAL GROUP LIMITED, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: VP, Assistant GC and Assistant Secretary 2021-02-11 COMMONWEALTH ANNUITY AND LIFE INSURANCE COMPANY, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: SVP, Associate GC and Secretary 2021-02-11 GLOBAL ATLANTIC (FIN) COMPANY, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: SVP and Assistant Secretary 2021-02-11 GLOBAL ATLANTIC FINANCIAL LIMITED, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: Vice President and Assistant Secretary 2021-02-11 THE GLOBAL ATLANTIC FINANCIAL GROUP LLC, By: /s/ Kathryn Freund Name: Kathryn Freund, Title: SVP, Associate GC and Secretary 2021-02-11