0000899243-18-024664.txt : 20180918
0000899243-18-024664.hdr.sgml : 20180918
20180918164530
ACCESSION NUMBER: 0000899243-18-024664
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180914
FILED AS OF DATE: 20180918
DATE AS OF CHANGE: 20180918
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Amadeus Capital Partners LTD
CENTRAL INDEX KEY: 0001320652
STATE OF INCORPORATION: X0
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38253
FILM NUMBER: 181076174
BUSINESS ADDRESS:
STREET 1: SUITE 1, 2ND FLOOR
STREET 2: 2 QUAYSIDE
CITY: CAMBRIDGE
STATE: X0
ZIP: CB5 8AB
BUSINESS PHONE: 44 (0)1223-7007-000
MAIL ADDRESS:
STREET 1: SUITE 1, 2ND FLOOR
STREET 2: 2 QUAYSIDE
CITY: CAMBRIDGE
STATE: X0
ZIP: CB5 8AB
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Amadeus General Partner Ltd
CENTRAL INDEX KEY: 0001719661
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38253
FILM NUMBER: 181076175
BUSINESS ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
BUSINESS PHONE: 44 (0)330 024 0777
MAIL ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Amadeus Capital GP LLP
CENTRAL INDEX KEY: 0001719660
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38253
FILM NUMBER: 181076176
BUSINESS ADDRESS:
STREET 1: SUITE 1, 2ND FLOOR, 2 QUAYSIDE
CITY: CAMBRIDGE
STATE: X0
ZIP: CB5 8AB
BUSINESS PHONE: 44 (0)330 024 0777
MAIL ADDRESS:
STREET 1: SUITE 1, 2ND FLOOR, 2 QUAYSIDE
CITY: CAMBRIDGE
STATE: X0
ZIP: CB5 8AB
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Amadeus II General Partner LP
CENTRAL INDEX KEY: 0001719588
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38253
FILM NUMBER: 181076177
BUSINESS ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
BUSINESS PHONE: 44 (0)330 024 0777
MAIL ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Amadeus IV Velocity GP LP
CENTRAL INDEX KEY: 0001719657
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38253
FILM NUMBER: 181076178
BUSINESS ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
BUSINESS PHONE: 44 (0)330 024 0777
MAIL ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Amadeus EII General Partner LP
CENTRAL INDEX KEY: 0001719659
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38253
FILM NUMBER: 181076179
BUSINESS ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
BUSINESS PHONE: 44 (0)330 024 0777
MAIL ADDRESS:
STREET 1: 50 LOTHIAN ROAD
STREET 2: FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9WJ
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FORESCOUT TECHNOLOGIES, INC
CENTRAL INDEX KEY: 0001145057
STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577]
IRS NUMBER: 510406800
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 190 WEST TASMAN DRIVE
CITY: SAN JOSE
STATE: CA
ZIP: 95134
BUSINESS PHONE: 408-213-3191
MAIL ADDRESS:
STREET 1: 190 WEST TASMAN DRIVE
CITY: SAN JOSE
STATE: CA
ZIP: 95134
FORMER COMPANY:
FORMER CONFORMED NAME: FORESCOUT TECHNOLOGIES INC
DATE OF NAME CHANGE: 20010717
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-09-14
0
0001145057
FORESCOUT TECHNOLOGIES, INC
FSCT
0001320652
Amadeus Capital Partners LTD
C/O AMADEUS CAPITAL, SUITE 1, 2ND FLOOR
2 QUAYSIDE
CAMBRIDGE
X0
CB5 8AB
UNITED KINGDOM
0
0
1
0
0001719661
Amadeus General Partner Ltd
C/O AMADEUS CAPITAL, 50 LOTHIAN ROAD
FESTIVAL SQUARE
EDINBURGH
X0
EH3 9WJ
UNITED KINGDOM
0
0
1
0
0001719660
Amadeus Capital GP LLP
C/O AMADEUS CAPITAL, SUITE 1, 2ND FLOOR
2 QUAYSIDE
CAMBRIDGE
X0
CB5 8AB
UNITED KINGDOM
0
0
1
0
0001719588
Amadeus II General Partner LP
C/O AMADEUS CAPITAL, 50 LOTHIAN ROAD
FESTIVAL SQUARE
EDINBURGH
X0
EH3 9WJ
UNITED KINGDOM
0
0
1
0
0001719657
Amadeus IV Velocity GP LP
C/O AMADEUS CAPITAL, 50 LOTHIAN ROAD
FESTIVAL SQUARE
EDINBURGH
X0
EH3 9WJ
UNITED KINGDOM
0
0
1
0
0001719659
Amadeus EII General Partner LP
C/O AMADEUS CAPITAL, 50 LOTHIAN ROAD
FESTIVAL SQUARE
EDINBURGH
X0
X0
UNITED KINGDOM
0
0
1
0
Common Stock
2018-09-14
4
S
0
87876
37.876
D
1561602
I
See footnotes
Common Stock
2018-09-17
4
S
0
11066
38.551
D
1550536
I
See footnotes
Common Stock
2018-09-14
4
S
0
58584
37.876
D
1041066
I
See footnotes
Common Stock
2018-09-17
4
S
0
7378
38.551
D
1033688
I
See footnotes
Common Stock
2018-09-14
4
S
0
41008
37.876
D
728739
I
See footnotes
Common Stock
2018-09-17
4
S
0
5164
38.551
D
723575
I
See footnotes
Common Stock
2018-09-14
4
S
0
1952
37.876
D
34690
I
See footnotes
Common Stock
2018-09-17
4
S
0
246
38.551
D
34444
I
See footnotes
Common Stock
2018-09-14
4
S
0
5857
37.876
D
104080
I
See footnotes
Common Stock
2018-09-17
4
S
0
738
38.551
D
103342
I
See footnotes
Common Stock
2018-09-14
4
S
0
23874
37.876
D
424248
I
See footnotes
Common Stock
2018-09-17
4
S
0
3006
38.551
D
421242
I
See footnotes
Common Stock
2018-09-14
4
S
0
27049
37.876
D
480687
I
See footnotes
Common Stock
2018-09-17
4
S
0
3406
38.551
D
477281
I
See footnotes
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.69 to $38.27, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.53 to $38.61, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.
The reported shares are held of record by Amadeus II 'A' ("Amadeus A"). Amadeus II General Partner LP ("Amadeus II GP") is the general partner of Amadeus A.
Amadeus General Partner LTD ("Amadeus GP LTD") and Amadeus Capital GP LLP ("Amadeus Capital GP" and, together with Amadeus GP LTD, the "Intermediate General Partners") are the general partners of each of the Direct General Partners (as defined in footnote 12 below). Amadeus Capital Partners Limited ("Amadeus Limited") is the manager of each of the Amadeus Funds (as defined in footnote 12 below) and the Direct General Partners and has sole voting and dispositive power with respect to the shares held by the Amadeus Funds. The directors of Amadeus Limited (the "Amadeus Directors") have delegated their voting and dispositive power with respect to the shares held by each of the Amadeus Funds to a committee comprised of more than three members (the "Amadeus Committee").
Each of the members of the Amadeus Committee share voting and dispositive power with respect to the shares held by the Amadeus Funds. Each of Amadeus Limited, the Direct General Partners, the Intermediate General Partners, the Amadeus Directors and members of the Amadeus Committee disclaim beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
All of the shares of the Issuer held by the Amadeus Funds are subject to a voting agreement (as described in the Issuer's Registration Statement on Form S-1 filed with the United States Securities and Exchange Commission (File No. 333-220767)) pursuant to which the Issuer's Chief Executive Officer holds an irrevocable proxy with, under certain circumstances, voting control over such shares.
The reported shares are held of record by Amadeus II 'B' ("Amadeus B"). Amadeus II GP is the general partner of Amadeus B.
The reported shares are held of record by Amadeus II 'C' ("Amadeus C"). Amadeus II GP is the general partner of Amadeus C.
The reported shares are held of record by Amadeus II 'D' GmbH & Co KG ("Amadeus GmbH"). Amadeus II GP is the general partner of Amadeus GmbH.
The reported shares are held of record by Amadeus II Affiliates Fund L.P. ("Affiliates Fund"). Amadeus II GP is the general partner of Affiliates Fund.
The reported shares are held of record by Amadeus IV Velocity Fund L.P. ("Velocity Fund"). Amadeus IV Velocity GP LP ("Amadeus Velocity GP") is the general partner of Velocity Fund.
The reported shares are held of record by Amadeus EII L.P. ("Amadeus EII" and, together with each of Amadeus A, Amadeus B, Amadeus C, Amadeus GmbH, Affiliates Fund and Velocity Fund, the "Amadeus Funds"). Amadeus EII General Partner LP ("Amadeus EII GP" and together with each of Amadeus II GP and Amadeus Velocity GP, the "Direct General Partners") is the general partner of Amadeus EII.
This report on Form 4 is the first of two reports relating to the same transactions and is filed to enable all joint filers to gain access to the EDGAR filing system.
/s/ Anne Glover, Director of Amadeus Capital Partners LTD
2018-09-18
/s/ Anne Glover, Director of Amadeus General Partner Limited
2018-09-18
/s/ Anne Glover, Director of Amadeus General Partners Limited and Amadeus Capital Partners Limited, Members of Amadeus Capital GP LLP
2018-09-18
/s/ Anne Glover, Director of Amadeus Capital Partners Limited, the Manager of Amadeus II General Partner LP
2018-09-18
/s/ Anne Glover, Director of Amadeus Capital Partners Limited, the Manager of Amadeus IV Velocity GP LP
2018-09-18
/s/ Anne Glover, Director of Amadeus Capital Partners Limited, the Manager of Amadeus EII General Partner LP
2018-09-18