0000899243-21-041342.txt : 20211022
0000899243-21-041342.hdr.sgml : 20211022
20211022185610
ACCESSION NUMBER: 0000899243-21-041342
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211012
FILED AS OF DATE: 20211022
DATE AS OF CHANGE: 20211022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Partners Group Private Equity (Master Fund), LLC
CENTRAL INDEX KEY: 0001447247
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40887
FILM NUMBER: 211341816
BUSINESS ADDRESS:
STREET 1: 1114 AVENUE OF THE AMERICAS
STREET 2: 37TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 212-908-2600
MAIL ADDRESS:
STREET 1: 1114 AVENUE OF THE AMERICAS
STREET 2: 37TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Partners Group Private Equity II, LLC
CENTRAL INDEX KEY: 0001756041
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40887
FILM NUMBER: 211341815
BUSINESS ADDRESS:
STREET 1: C/O PARTNERS GROUP (USA) INC.
STREET 2: 1114 AVENUE OF THE AMERICAS, 37TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 212-908-2600
MAIL ADDRESS:
STREET 1: C/O PARTNERS GROUP (USA) INC.
STREET 2: 1114 AVENUE OF THE AMERICAS, 37TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Partners Group Series Access II, LLC
CENTRAL INDEX KEY: 0001888120
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40887
FILM NUMBER: 211341814
BUSINESS ADDRESS:
STREET 1: C/O PARTNERS GROUP (USA) INC
STREET 2: 1114 AVENUE OF THE AMERICAS, 37TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10110
BUSINESS PHONE: (303) 606-3600
MAIL ADDRESS:
STREET 1: C/O PARTNERS GROUP (USA) INC
STREET 2: 1200 ENTREPRENEURIAL DRIVE
CITY: BROOMFIELD
STATE: CO
ZIP: 80021
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Partners Group Access 83 PF LP
CENTRAL INDEX KEY: 0001887987
STATE OF INCORPORATION: X0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40887
FILM NUMBER: 211341813
BUSINESS ADDRESS:
STREET 1: 50 LOTHIAN ROAD, FESTIVAL SQUARE
CITY: EDINBURGH
STATE: X0
ZIP: EH3 9BY
BUSINESS PHONE: (303) 606-3600
MAIL ADDRESS:
STREET 1: C/O PARTNERS GROUP (USA) INC
STREET 2: 1200 ENTREPRENEURIAL DRIVE
CITY: BROOMFIELD
STATE: CO
ZIP: 80021
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Life Time Group Holdings, Inc.
CENTRAL INDEX KEY: 0001869198
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997]
IRS NUMBER: 473481985
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2902 CORPORATE PLACE
CITY: CHANHASSEN
STATE: MN
ZIP: 55317
BUSINESS PHONE: (952) 947-0000
MAIL ADDRESS:
STREET 1: 2902 CORPORATE PLACE
CITY: CHANHASSEN
STATE: MN
ZIP: 55317
4/A
1
doc4a.xml
FORM 4/A SUBMISSION
X0306
4/A
2021-10-12
2021-10-13
0
0001869198
Life Time Group Holdings, Inc.
LTH
0001447247
Partners Group Private Equity (Master Fund), LLC
C/O PARTNERS GROUP (USA) INC.
1114 AVENUE OF THE AMERICAS, 37TH FLOOR
NEW YORK
NY
10036
0
0
0
1
Member of 10% Owner Group
0001756041
Partners Group Private Equity II, LLC
C/O PARTNERS GROUP (USA) INC.
1114 AVENUE OF THE AMERICAS, 37TH FLOOR
NEW YORK
NY
10036
0
0
0
1
Member of 10% Owner Group
0001888120
Partners Group Series Access II, LLC
C/O PARTNERS GROUP (USA) INC.
1114 AVENUE OF THE AMERICAS, 37TH FLOOR
NEW YORK
NY
10036
0
0
0
1
Member of 10% Owner Group
0001887987
Partners Group Access 83 PF LP
C/O PARTNERS GROUP (USA) INC.
1114 AVENUE OF THE AMERICAS, 37TH FLOOR
NEW YORK
NY
10036
0
0
0
1
Member of 10% Owner Group
Common Stock
2021-10-12
4
C
0
301571
A
6301571
I
See footnote
Common Stock
2021-10-12
4
P
0
277777
18.00
A
6579348
I
See footnote
Series A Preferred Stock
2021-10-12
4
C
0
244856
D
Common Stock
301571
0
I
See footnote
Each share of Life Time Group Holdings, Inc.'s (the "Issuer") Series A Preferred Stock (the "Series A Preferred Stock") automatically converted into shares of the Issuer's common stock (the "Common Stock") upon the closing of the Issuer's initial public offering, for no additional consideration, in accordance with the Certificate of Designations of the Series A Preferred Stock. The Series A Preferred Stock had no expiration date.
Partners Group Private Equity (Master Fund), LLC ("PG Master Fund") directly held 140,583 shares of Series A Preferred Stock, Partners Group Private Equity II, LLC ("PG PE II") directly held 3,218 shares of Series A Preferred Stock and Partners Group Access 83 PF LP ("PG Access 83") directly held 101,055 shares of Series A Preferred Stock.
The investment manager of PG Master Fund is Partners Group (USA) Inc. ("PG USA"). PG USA, PG PE II, PG Access 83 and Partners Group Series Access II, LLC, Series 61 ("PG Series 61") are indirectly controlled by Partners Group Holding AG ("Partners Group"). Each of PG Master Fund, PG PE II, PG Access 83 and PG Series 61 disclaims beneficial ownership of any securities that it does not directly beneficially own, except to the extent of its pecuniary interest, if any, therein.
3,305,146 of such shares of Common Stock are directly held by PG Master Fund, 3,963 of such shares are directly held by PG PE II, 124,462 of such shares are directly held by PG Access 83 and 2,868,000 of such shares are directly held by PG Series 61.
3,464,630 of such shares of Common Stock are directly held by PG Master Fund, 7,614 of such shares are directly held by PG PE II, 239,104 of such shares are directly held by PG Access 83 and 2,868,000 of such shares are directly held by PG Series 61.
This Amendment to the Form 4 filed on October 13, 2021 is being filed to add Partners Group Series Access II, LLC and Partners Group Access 83 PF LP as Reporting Owners, but does not reflect any change in the Reporting Persons' ownership as reported in the original filing.
The Reporting Persons may be deemed to be members of a "group" for the purposes of the Securities Exchange Act of 1934 by virtue of being parties to the Life Time Group Holdings, Inc. Third Amended and Restated Stockholders Agreement (the "Stockholders Agreement"). Each Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such Reporting Person. This report shall not be deemed an admission that the Reporting Persons are members of a group or the beneficial owners of any securities not directly owned by the Reporting Persons. The Reporting Persons disclaim beneficial ownership of any such securities except to the extent of their pecuniary interest, if any, therein. Pursuant to the Stockholders Agreement, Mr. Andres Small, an employee of an affiliate of the Reporting Persons, serves on the Issuer's board of directors as the Reporting Persons' representative.
By: /s/ Andres Small, Authorized Signatory of Partners Group (USA) Inc., investment manager of Partners Group Private Equity (Master Fund), LLC
2021-10-22
By: /s/ Jordi Goodman, Director of Partners Group US Management II LLC, manager of Partners Group Private Equity II, LLC
2021-10-22
By: /s/ Jordi Goodman, Director of Partners Group US Management II LLC, manager of Partners Group Series Access II, LLC
2021-10-22
By: /s/ Laine Shorto, Authorized Signatory of Partners Group Management (Scots) LLP, general partner of Partners Group Access 83 PF LP
2021-10-22