0000899243-15-009150.txt : 20151202
0000899243-15-009150.hdr.sgml : 20151202
20151202172042
ACCESSION NUMBER: 0000899243-15-009150
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151130
FILED AS OF DATE: 20151202
DATE AS OF CHANGE: 20151202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SunGard
CENTRAL INDEX KEY: 0001337272
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 203059890
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 680 EAST SWEDESFORD RD
CITY: WAYNE
STATE: PA
ZIP: 19087
BUSINESS PHONE: 484-582-2000
MAIL ADDRESS:
STREET 1: 680 EAST SWEDESFORD RD
CITY: WAYNE
STATE: PA
ZIP: 19087
FORMER COMPANY:
FORMER CONFORMED NAME: SUNGARD CAPITAL CORP
DATE OF NAME CHANGE: 20050829
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LORING IAN K
CENTRAL INDEX KEY: 0001213404
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53653
FILM NUMBER: 151265575
MAIL ADDRESS:
STREET 1: BAIN CAPITAL PARTNERS LLC
STREET 2: JOHN HANCOCK TOWER, 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-11-30
1
0001337272
SunGard
NONE
0001213404
LORING IAN K
C/O BAIN CAPITAL INVESTORS, LLC
JOHN HANCOCK TOWER, 200 CLARENDON STREET
BOSTON
MA
02116
1
0
0
0
Class A-2 Common Stock
2015-11-30
4
D
0
34849657
D
2005-08-11
Common Stock
34849657
0
I
See Footnotes
Class L Common Stock
2015-11-30
4
D
0
3872184
D
Common Stock
3872184
0
I
See Footnotes
Class A-2 common stock was convertible into Class A-8 common stock of the Issuer on a one-for-one basis at any time at the option of the holder and in certain other cases and had no expiration date.
On November 30, 2015, Fidelity National Information Services, Inc. ("FIS") acquired SunGard pursuant to the Agreement and Plan of Merger, dated August 12, 2015, by and among FIS, SunGard and the other parties named therein (the "Merger Agreement"). Pursuant to the Merger Agreement, SunGard became a wholly-owned subsidiary of FIS (the "Merger"). At the effective time of the Merger, pursuant to the Merger Agreement, each share of Class A-2 common stock of SunGard was cancelled for no consideration.
"Common Stock" means Class A-8 common stock of the Issuer.
Each share of Class L common stock was to automatically convert into one share of Class A-8 common stock, plus an additional number of shares based on the public offering price established in connection with an initial public offering of the Issuer's securities (i) immediately prior to an initial public offering of the Issuer, (ii) in connection with a realization event of the Issuer, upon the approval of certain investors, or (iii) in connection with registration, under the Section Act of 1933, of the Class A-8 common stock, unless certain investors determined otherwise.
Pursuant to the Merger Agreement, at the effective time of the Merger, each share of Class L common stock was converted into the right to receive approximately 0.7549 shares of FIS common stock and $60.14 in cash.
Bain Capital Investors, LLC ("BCI") is the administrative member of Bain Capital Integral Investors, LLC ("Integral Investors") and BCIP TCV, LLC ("BCIP TCV'). Integral Investors holds 34,693,273 Class A-2 shares and 3,801,832 Class L shares, BCIP TCV holds 156,384 Class A-2 shares and 70,352 Class L shares.
Mr. Ian Loring is a Managing Director of BCI. By virtue of the relationships described in these footnotes, Mr. Loring may be deemed to share voting and dispositive power with respect to the Class A-2 shares and the Class L shares held by Integral Investors and BCIP TCV. Mr. Loring disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
/s/ Ian K. Loring
2015-12-02