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