0001209191-16-123341.txt : 20160525 0001209191-16-123341.hdr.sgml : 20160525 20160525185355 ACCESSION NUMBER: 0001209191-16-123341 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160525 FILED AS OF DATE: 20160525 DATE AS OF CHANGE: 20160525 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cotiviti Holdings, Inc. CENTRAL INDEX KEY: 0001657197 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 460595918 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 115 PERIMETER CENTER PLACE STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30346 BUSINESS PHONE: 770 379-2800 MAIL ADDRESS: STREET 1: 115 PERIMETER CENTER PLACE STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30346 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pike Christopher CENTRAL INDEX KEY: 0001294634 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37787 FILM NUMBER: 161675854 MAIL ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET, 29TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2016-05-25 0 0001657197 Cotiviti Holdings, Inc. COTV 0001294634 Pike Christopher C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 1 0 0 0 Common Stock 58702930 I See Footnote The Reporting Person is a Managing Director at Advent International Corporation ("AIC") and in addition may have limited partnership or other interests in one or more of the Advent Entities (as defined below). AIC manages funds that collectively own 58,702,930 shares (the "Shares"), which are represented as follows: 25,188,602 shares held directly by Advent-Cotiviti Acquisition Limited Partnership, 26,661,078 shares held directly by Advent-Cotiviti Acquisition II Limited Partnership, 1,300,911 shares directly owned by Advent International GPE VI-C Limited Partnership, 1,240,917 shares directly owned by Advent International GPE VI-D Limited Partnership, 3,138,847 shares directly owned by Advent International GPE VI-E Limited Partnership, 922,973 shares directly owned by Advent Partners GPE VI 2008 Limited Partnership, (CONTINUED IN NEXT FOOTNOTE) (CONTINUED FROM PREVIOUS FOOTNOTE) 27,999 shares directly owned by Advent Partners GPE VI 2009 Limited Partnership 66,033 shares directly owned by Advent Partners GPE VI 2010 Limited Partnership, 73,335 shares directly owned by Advent Partners GPE VI-A 2010 Limited Partnership and 82,235 shares directly owned by Advent Partners GPE VI-A Limited Partnership (collectively and together with certain other affiliates of Advent, the "Advent Entities"). The Reporting Person disclaims Section 16 beneficial ownership of the Shares except to the extent of his pecuniary interest therein, if any, and the reference to these Shares in this report shall not be deemed an admission of beneficial ownership of all of the Shares for purposes of Section 16 or any other purpose. /s/ Richard Terranova, Attorney-in-Fact 2016-05-25 EX-24.3_657498 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Richard Terranova and Michael J. Minahan, signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or ten percent (10%) or greater stockholder of Cotiviti Holdings, Inc. (the "Company"), from time to time the following U.S. Securities and Exchange Commission ("SEC") forms: (i) Form ID, including any attached documents, to effect the assignment or amendment of codes to the undersigned to be used in the transmission of information to the SEC using the EDGAR System; (ii) Form 3, Initial Statement of Beneficial Ownership of Securities, including any attached documents; (iii) Form 4, Statement of Changes in Beneficial Ownership of Securities, including any attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership of Securities in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents; (v) Schedule 13D and/or Schedule 13G and (vi) amendments of each thereof, in accordance with the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, Schedule 13D, Schedule 13G or any amendment(s) thereto, and timely file such form(s) with the SEC and any securities exchange, national association or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact, acting singly, full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 or Regulation 13D-G of the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees to indemnify the attorney in fact and the Company from and against any demand, damage, loss, cost or expense arising from any false or misleading information provided by the undersigned to the attorney-in fact. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file such forms with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of May 18, 2016. /s/ Christopher Pike Christopher Pike