0000899243-18-013783.txt : 20180522 0000899243-18-013783.hdr.sgml : 20180522 20180522214228 ACCESSION NUMBER: 0000899243-18-013783 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180522 FILED AS OF DATE: 20180522 DATE AS OF CHANGE: 20180522 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOMBALAGIAN VAHE A CENTRAL INDEX KEY: 0001246235 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38504 FILM NUMBER: 18853902 MAIL ADDRESS: STREET 1: THREE FIRST NATIONAL PLAZA STE 3800 CITY: CHICAGO STATE: IL ZIP: 60602 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EVO Payments, Inc. CENTRAL INDEX KEY: 0001704596 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: TEN GLENLAKE PARKWAY STREET 2: SOUTH TOWER, SUITE 950 CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 5164799000 MAIL ADDRESS: STREET 1: TEN GLENLAKE PARKWAY STREET 2: SOUTH TOWER, SUITE 950 CITY: ATLANTA STATE: GA ZIP: 30328 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-05-22 0 0001704596 EVO Payments, Inc. EVOP 0001246235 DOMBALAGIAN VAHE A C/O MADISON DEARBORN PARTNERS, LLC 70 WEST MADISON STREET SUITE 4600 CHICAGO IL 60602 1 0 1 0 Class A Common Stock, $0.0001 par value 652500 I See Footnotes Class D Common Stock, $0.0001 par value 15832915 I See Footnotes Class D Common Stock, $0.0001 par value 163161 I See Footnotes Class D Common Stock, $0.0001 par value 3346467 I See Footnotes Class D Common Stock, $0.0001 par value 3118935 I See Footnotes Units of EVO Investco, LLC Class A Common Stock, $0.0001 par value 15832915 I See Footnotes Units of EVO Investco, LLC Class A Common Stock, $0.0001 par value 163161 I See Footnotes Units of EVO Investco, LLC Class A Common Stock, $0.0001 par value 3346467 I See Footnotes Units of EVO Investco, LLC Class A Common Stock, $0.0001 par value 3118935 I See Footnotes The shares of Class A common stock of EVO Payments, Inc. (the "Issuer") are held of record by Madison Dearborn Capital Partners VI-C, L.P. ("MDCP VI-C"). These securities are held of record by Madison Dearborn Capital Partners VI-B, L.P. ("MDCP VI-B"). These securities are held of record by Madison Dearborn Capital Partners VI Executive-B, L.P. ("MDCP Exec VI-B"). These securities are held of record by MDCP Cardservices, LLC ("MDCP Cardservices"). These securities are held of record by MDCP VI-C Cardservices Splitter, L.P. ("Splitter"). Units of EVO Investco, LLC are exchangeable, together with an equal number of shares of Class D common stock of the Issuer, on a one-for-one basis for shares of Class A common stock of the Issuer pursuant to an exchange agreement between the Issuer and certain of the reporting persons (the "Exchange Agreement"). MDCP VI-B may be deemed to share beneficial ownership of the securities held by MDCP Cardservices, as its controlling member. Madison Dearborn Partners VI-B, L.P. ("MDP VI-B") may be deemed to share beneficial ownership of the securities held by MDCP VI-B, MDCP Exec VI-B and Splitter, as each of their general partners. MDCP VI-C may be deemed to share beneficial ownership of the securities held by Splitter to the extent of its pecuniary interest therein by virtue of the rights granted with respect to the disposition of such securities under the Exchange Agreement and a call option issued by MDCP VI-C Cardservices Blocker Corp. ("Blocker"). Blocker may be deemed to share beneficial ownership of the securities held by Splitter to the extent of its pecuniary interest therein by virtue of the rights granted with respect to the disposition of such securities under the call option. (Continued from Footnote (7)) Madison Dearborn Partners VI-A&C, L.P. ("MDP VI-A&C"), as the general partner of MDCP VI-C, may be deemed the beneficial owner of the securities beneficially owned by MDCP VI-C. Madison Dearborn Partners, LLC ("MDP LLC"), as the general partner of each of MDP VI-B and MDP VI-A&C may be deemed to share beneficial ownership of the reported securities. As the sole members of the limited partner committees of MDP VI-B and MDP VI-A&C, which have the power, acting by majority vote, to vote or dispose of the securities beneficially owned by MDP VI-B and MDP VI-A&C, respectively, Paul J. Finnegan and Samuel M. Mencoff may be deemed to have shared voting and investment power over such securities. Each of the entities and persons named herein disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. Mr. Vahe A. Dombalagian is a Managing Director of MDP LLC and maybe deemed to share beneficial ownership of the reported securities. Mr. Dombalagian disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The record and other beneficial owners of the reported securities have separately filed Form 3's. Exhibit 24.1 - Power of Attorney /s/ Annie S. Terry as Attorney-In-Fact 2018-05-22 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

                                   POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes,
constitutes and appoints each of Mark B. Tresnowski and Annie S. Terry signing
singly, as the undersigned's true and lawful attorney-in-fact, with full power
and authority as hereinafter described on behalf of and in the name, place and
stead of the undersigned to:

        (1)   prepare, execute, acknowledge, deliver and file Forms 3, 4 and 5
(including any amendments thereto) with respect to the securities of EVO
Payments, Inc., a Delaware corporation (the "Company"), with the U.S. Securities
and Exchange Commission (the "Commission") and any national securities exchanges
or similar authority, as considered necessary or advisable under Section 16(a)
of the Securities Exchange Act of 1934 and the rules and regulations promulgated
thereunder, as amended from time to time (the "Exchange Act");

        (2)   seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's securities
from any third party, including brokers, employee benefit plan administrators
and trustees, and the undersigned hereby authorizes any such person to release
any such information to the undersigned and approves and ratifies any such
release of information; and

        (3)   perform any and all other acts which in the discretion of such
attorneys-in-fact are necessary or desirable for and on behalf of the
undersigned in connection with the foregoing.

        The undersigned acknowledges that:

        (1)   this Power of Attorney authorizes, but does not require, each such
attorney-in-fact to act in their discretion on information provided to such
attorney-in-fact without independent verification of such information;

        (2)   any documents prepared and/or executed by any of the attorneys-in-
fact on behalf of the undersigned pursuant to this Power of Attorney will be in
such form and will contain such information and disclosure as such attorney-in-
fact, in his or her discretion, deems necessary or desirable;

        (3)   neither the Company nor any of the attorneys-in-fact assumes (i)
any liability for the undersigned's responsibility to comply with the
requirements of the Exchange Act, (ii) any liability of the undersigned for any
failure to comply with such requirements, or (iii) any obligation or liability
of the undersigned for profit disgorgement under Section 16(b) of the Exchange
Act; and

        (4)   this Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act.

        The undersigned hereby gives and grants each of the foregoing attorneys-
in-fact full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, with full power of substitution and revocation, hereby
ratifying all that such attorney-in-fact, or such attorney-in-fact's substitute
or substitutes, of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Power of Attorney.

        This Power of Attorney shall remain in full force and effect until the
earlier of (i) the date on which the undersigned is no longer required to file
Forms 3, 4 or 5 with respect to the undersigned's holdings of and transactions
in securities issued by the Company; (ii) as to the appointment of Mark B.
Tresnowski and Annie S. Terry, upon his or her respective resignation or
termination as an employee of Madison Dearborn Partners, LLC; and (iii)
revocation of this Power of Attorney by the undersigned in a signed writing
delivered to each of such attorneys-in- fact.  This Power of Attorney may be
filed with the Commission as a conforming statement of the authority granted
herein.


                            *     *     *     *     *


        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 22nd day of May, 2018.


VAHE A. DOMBALAGIAN


/s/ Vahe A. Dombalagian
----------------------------