0000899243-17-027384.txt : 20171124
0000899243-17-027384.hdr.sgml : 20171124
20171124150645
ACCESSION NUMBER: 0000899243-17-027384
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171121
FILED AS OF DATE: 20171124
DATE AS OF CHANGE: 20171124
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FINNEGAN PAUL J
CENTRAL INDEX KEY: 0001182031
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221468
MAIL ADDRESS:
STREET 1: PO BOX 2000
STREET 2: 3905 DAKOTA STREET SW
CITY: ALEXANDRIA
STATE: MN
ZIP: 56308
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MENCOFF SAMUEL M
CENTRAL INDEX KEY: 0001219630
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221467
MAIL ADDRESS:
STREET 1: BUCKEYE TECHNOLOGIES INC
STREET 2: 1001 TILLMAN STREET
CITY: MEMPHIS
STATE: TN
ZIP: 38112
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MADISON DEARBORN CAPITAL PARTNERS V EXECUTIVE-A L P
CENTRAL INDEX KEY: 0001362213
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221472
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: SUITE 3800
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 312-895-1000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: SUITE 3800
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MDCP Co-Investors (Varietal) LP
CENTRAL INDEX KEY: 0001407002
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221471
BUSINESS ADDRESS:
STREET 1: Three First National Plaza
CITY: Chicago
STATE: IL
ZIP: 60602
BUSINESS PHONE: 312-895-1000
MAIL ADDRESS:
STREET 1: Three First National Plaza
CITY: Chicago
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MDCP Co-investors(Varietal-2) LP
CENTRAL INDEX KEY: 0001407001
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221470
BUSINESS ADDRESS:
STREET 1: Three First National Plaza
CITY: Chicago
STATE: IL
ZIP: 60602
BUSINESS PHONE: 312-895-1000
MAIL ADDRESS:
STREET 1: Three First National Plaza
CITY: Chicago
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Madison Dearborn Capital Partners V - A L P
CENTRAL INDEX KEY: 0001344692
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221474
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 3128951000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Madison Dearborn Capital Partners V - C L P
CENTRAL INDEX KEY: 0001344693
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221473
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: SUITE 3800
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 3128951000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: SUITE 3800
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Varietal Distribution Holdings, LLC
CENTRAL INDEX KEY: 0001406860
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221475
BUSINESS ADDRESS:
STREET 1: VWR INTERNATIONAL, LLC
STREET 2: 1310 GOSHEN PARKWAY
CITY: WEST CHESTER
STATE: PA
ZIP: 19380
BUSINESS PHONE: 610-431-1700
MAIL ADDRESS:
STREET 1: VWR INTERNATIONAL, LLC
STREET 2: 1310 GOSHEN PARKWAY
CITY: WEST CHESTER
STATE: PA
ZIP: 19380
FORMER NAME:
FORMER CONFORMED NAME: Varietal Distribution Holdings LLC
DATE OF NAME CHANGE: 20070716
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MADISON DEARBORN PARTNERS V-A&C, L.P.
CENTRAL INDEX KEY: 0001579972
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221469
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA, SUITE 3800
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 312-895-1000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA, SUITE 3800
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MADISON DEARBORN PARTNERS LLC
CENTRAL INDEX KEY: 0001181100
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36673
FILM NUMBER: 171221476
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: 70 WEST MADISON STREET, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 3128951000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: 70 WEST MADISON STREET, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: VWR Corp
CENTRAL INDEX KEY: 0001412232
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PROFESSIONAL & COMMERCIAL EQUIPMENT & SUPPLIES [5040]
IRS NUMBER: 260237871
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 100 MATSONFORD RD
STREET 2: BUILDING ONE, SUITE 200
CITY: RADNOR
STATE: PA
ZIP: 19087-8660
BUSINESS PHONE: 610-386-1700
MAIL ADDRESS:
STREET 1: 100 MATSONFORD RD
STREET 2: BUILDING ONE, SUITE 200
CITY: RADNOR
STATE: PA
ZIP: 19087-8660
FORMER COMPANY:
FORMER CONFORMED NAME: VWR Investors, Inc.
DATE OF NAME CHANGE: 20070912
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-11-21
1
0001412232
VWR Corp
VWR
0001181100
MADISON DEARBORN PARTNERS LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001406860
Varietal Distribution Holdings, LLC
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001344692
Madison Dearborn Capital Partners V - A L P
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001344693
Madison Dearborn Capital Partners V - C L P
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001362213
MADISON DEARBORN CAPITAL PARTNERS V EXECUTIVE-A L P
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001407002
MDCP Co-Investors (Varietal) LP
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001407001
MDCP Co-investors(Varietal-2) LP
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001579972
MADISON DEARBORN PARTNERS V-A&C, L.P.
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001182031
FINNEGAN PAUL J
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
0001219630
MENCOFF SAMUEL M
C/O MADISON DEARBORN PARTNERS, LLC
THREE FIRST NATIONAL PLAZA, SUITE 4600
CHICAGO
IL
60602
0
0
1
0
Common stock
2017-11-21
4
D
0
45750000
33.25
D
0
I
See footnotes
On May 4, 2017, VWR Corporation (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Avantor, Inc. and Vail Acquisition Corp ("Merger Sub"), pursuant to which Merger Sub would merge (the "Merger") with and into the Company, with the Company continuing as the surviving corporation. The Merger became effective on November 21, 2017 (the "Closing Date"). Pursuant to the Merger Agreement, (i) each share of the Company's common stock, par value $0.01 ("Common Stock"), issued and outstanding prior to the Closing Date was cancelled and converted into the right to receive a cash payment equal to $33.25 and without interest.
Varietal Distribution Holdings, LLC ("Varietal") is the record owner of the reported shares. Voting and dispositive power with respect to the common stock held by Varietal is exercised by its board of directors, which is comprised of Messrs. Nicholas W. Alexos and Timothy P. Sullivan. Madison Dearborn Capital Partners V-A, L.P. ("MDP V-A"), Madison Dearborn Capital Partners V-C, L.P. ("MDP V-C"), Madison Dearborn Capital Partners V Executive-A, L.P. ("MDP Executive"), MDCP Co-Investors (Varietal), L.P. ("Varietal-1") and MDCP Co-Investors (Varietal-2), L.P. ("Varietal-2" and together with MDP V-A, MDP V-C, MDP Executive and Varietal-1, the "MDP Funds") are the controlling equityholders of Varietal. (Continued in Footnote 4)
Madison Dearborn Partners V-A&C, L.P. ("MDP A&C") is the general partner of each of the MDP Funds. Messrs. Paul J. Finnegan and Samuel M. Mencoff are the sole members of a limited partner committee of MDP A&C that have the power, acting by majority vote, to vote or dispose of the shares directly held by the MDP Funds, and may be deemed to have shared voting and investment power over such shares. Messrs. Finnegan and Mencoff also each have an indirect pecuniary interest in such shares through their respective investments in the MDP Funds. Madison Dearborn Partners, LLC ("MDP") is the general partner of MDP A&C and has the ability to direct the investment decisions of MDP A&C, including the power to direct the decisions of MDP A&C regarding the vote or disposition of securities directly held by Varietal. (Continued in Footnote 4)
Messrs. Finnegan and Mencoff and each of the MDP Funds hereby disclaim any beneficial ownership of any shares directly held by Varietal, except to the extent of their respective pecuniary interests therein.
Pursuant to the Director Nomination Agreement, dated as of October 6, 2014, by and among the Issuer, Varietal and the MDP Funds, Varietal has the right to appoint or nominate for election to the Issuer's board of directors, as applicable, such number of representatives that, when compared to the authorized number of directors on the board, is closest to but not less than proportional to the total number of shares of common stock over which Varietal and its affiliates retain direct or indirect voting control relative to the total number of shares of common stock then issued and outstanding.
Madison Dearborn Partners, LLC /s/ Annie S. Terry, by power of attorney
2017-11-24
Varietal Distribution Holdings, LLC /s/ Annie S. Terry, by power of attorney
2017-11-24
Madison Dearborn Capital Partners V-A, L.P. /s/ Annie S. Terry, by power of attorney
2017-11-24
Madison Dearborn Capital Partners V-C, L.P. /s/ Annie S. Terry, by power of attorney
2017-11-24
Madison Dearborn Capital Partners V Executive-A, L.P. /s/ Annie S. Terry, by power of attorney
2017-11-24
MDCP Co-Investors (Varietal), L.P. /s/ Annie S. Terry, by power of attorney
2017-11-24
MDCP Co-Investors (Varietal-2), L.P. /s/ Annie S. Terry, by power of attorney
2017-11-24
Madison Dearborn Partners V-A&C, L.P. /s/ Annie S. Terry, by power of attorney
2017-11-24
Paul J. Finnegan /s/ Annie S. Terry, by power of attorney
2017-11-24
Samuel M. Mencoff /s/ Annie S. Terry, by power of attorney
2017-11-24