0001209191-11-044643.txt : 20110817
0001209191-11-044643.hdr.sgml : 20110817
20110817162151
ACCESSION NUMBER: 0001209191-11-044643
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110817
FILED AS OF DATE: 20110817
DATE AS OF CHANGE: 20110817
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rodriguez Frank J
CENTRAL INDEX KEY: 0001503241
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34915
FILM NUMBER: 111042761
MAIL ADDRESS:
STREET 1: 450 LEXINGTON AVENUE, 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NetSpend Holdings, Inc.
CENTRAL INDEX KEY: 0001496623
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 202306550
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 701 BRAZOS STREET
STREET 2: SUITE 1300
CITY: AUSTIN
STATE: TX
ZIP: 78701-2582
BUSINESS PHONE: (512) 532-8200
MAIL ADDRESS:
STREET 1: 701 BRAZOS STREET
STREET 2: SUITE 1300
CITY: AUSTIN
STATE: TX
ZIP: 78701-2582
4
1
doc4.xml
FORM 4 SUBMISSION
X0304
4
2011-08-17
0
0001496623
NetSpend Holdings, Inc.
NTSP
0001503241
Rodriguez Frank J
C/O JLL PARTNERS, INC.
450 LEXINGTON AVENUE, 31ST FLOOR
NEW YORK
NY
10017
1
0
1
0
Common Stock, par value $0.001 per share
2011-08-17
4
J
0
7000000
0.00
D
14839225
I
See Footnote
Series A Convertible Preferred Stock
2011-08-17
4
J
0
700000
0.00
A
Common Stock
7000000
700000
I
See Footnote
These shares of common stock, par value $0.001 per share (the "Common Stock"), of NetSpend Holdings, Inc. (the "Company") were exchanged by JLL Partners Fund IV, L.P. and JLL Partners Fund V, L.P. (together, the "JLL Funds") for series A convertible preferred stock, par value $0.001 per share (the "Series A Convertible Preferred Stock"), of the Company (the "Share Exchange") upon the terms and subject to the conditions of a Share Exchange Agreement, dated as of August 17, 2011, by and among the Company, JLL Partners Fund IV, L.P. and JLL Partners Fund V, L.P. (the "Share Exchange Agreement").
After the Share Exchange, the JLL Funds are the beneficial owners of 14,839,225 shares of Common Stock of the Company and 700,000 shares of Series A Convertible Preferred Stock of the Company. Mr. Rodriguez may be deemed to be the indirect beneficial owner of 14,839,225 shares of Common Stock and 700,000 shares of Series A Convertible Preferred Stock of the Company. Mr. Rodriguez disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Mr. Rodriguez is an affiliate of the JLL Funds. Mr. Rodriguez disclaims beneficial ownership of the Common Stock of the Company except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that any of these reporting persons is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
These 700,000 shares of Series A Convertible Preferred Stock of the Company were received in connection with the Share Exchange. See footnote (1) above.
The Series A Convertible Preferred Stock is convertible into Common Stock at any time at a rate of ten shares of Common Stock for each share of Series A Convertible Preferred Stock upon the terms and subject to the conditions of the Share Exchange Agreement. There is no expiration date for convertibility.
/s/Frank J. Rodriguez
2011-08-17