0001213900-23-013686.txt : 20230222
0001213900-23-013686.hdr.sgml : 20230222
20230222161926
ACCESSION NUMBER: 0001213900-23-013686
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230222
FILED AS OF DATE: 20230222
DATE AS OF CHANGE: 20230222
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GTCR FUND XI/B LP
CENTRAL INDEX KEY: 0001591435
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39627
FILM NUMBER: 23653405
BUSINESS ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
BUSINESS PHONE: (312) 382-2200
MAIL ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GTCR FUND XI/C LP
CENTRAL INDEX KEY: 0001591436
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39627
FILM NUMBER: 23653404
BUSINESS ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
BUSINESS PHONE: (312) 382-2200
MAIL ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GTCR-Ultra Holdings, LLC
CENTRAL INDEX KEY: 0001714612
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39627
FILM NUMBER: 23653408
BUSINESS ADDRESS:
STREET 1: C/O GTCR MANAGEMENT XI LLC
STREET 2: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
BUSINESS PHONE: (312) 382-2200
MAIL ADDRESS:
STREET 1: C/O GTCR MANAGEMENT XI LLC
STREET 2: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GTCR PARTNERS XI/A&C LP
CENTRAL INDEX KEY: 0001828028
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39627
FILM NUMBER: 23653406
BUSINESS ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
BUSINESS PHONE: (312) 382-2200
MAIL ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GTCR PARTNERS XI/B LP
CENTRAL INDEX KEY: 0001827959
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39627
FILM NUMBER: 23653407
BUSINESS ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
BUSINESS PHONE: (312) 382-2200
MAIL ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GTCR INVESTMENT XI LLC
CENTRAL INDEX KEY: 0001827977
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39627
FILM NUMBER: 23653409
BUSINESS ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
BUSINESS PHONE: (312) 382-2200
MAIL ADDRESS:
STREET 1: 300 NORTH LASALLE STREET, SUITE 5600
CITY: CHICAGO
STATE: IL
ZIP: 60654
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Paya Holdings Inc.
CENTRAL INDEX KEY: 0001819881
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 852199433
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 303 PERIMETER CENTER NORTH
STREET 2: SUITE 600
CITY: ATLANTA
STATE: GA
ZIP: 30346
BUSINESS PHONE: (800) 261-0240
MAIL ADDRESS:
STREET 1: 303 PERIMETER CENTER NORTH
STREET 2: SUITE 600
CITY: ATLANTA
STATE: GA
ZIP: 30346
FORMER COMPANY:
FORMER CONFORMED NAME: FINTECH ACQUISITION CORP III PARENT CORP
DATE OF NAME CHANGE: 20200731
4
1
ownership.xml
X0306
4
2023-02-22
1
0001819881
Paya Holdings Inc.
PAYA
0001827977
GTCR INVESTMENT XI LLC
300 NORTH LASALLE STREET
SUITE 5600
CHICAGO
IL
60654
1
0
1
0
0001714612
GTCR-Ultra Holdings, LLC
300 NORTH LASALLE STREET
SUITE 5600
CHICAGO
IL
60654
1
0
1
0
0001827959
GTCR PARTNERS XI/B LP
300 NORTH LASALLE STREET
SUITE 5600
CHICAGO
IL
60654
1
0
1
0
0001828028
GTCR PARTNERS XI/A&C LP
300 NORTH LASALLE STREET
SUITE 5600
CHICAGO
IL
60654
1
0
1
0
0001591435
GTCR FUND XI/B LP
300 NORTH LASALLE STREET
SUITE 5600
CHICAGO
IL
60654
1
0
1
0
0001591436
GTCR FUND XI/C LP
300 NORTH LASALLE STREET
SUITE 5600
CHICAGO
IL
60654
1
0
1
0
Common Stock
2023-02-22
4
U
0
45234022
9.75
D
0
I
See footnote
Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement") by and among Paya Holdings Inc., Nuvei Corporation ("Parent"), and Pinnacle Merger Sub, Inc., a wholly owned subsidiary of Parent dated as of January 8, 2023, these shares of common stock, par value $0.0001 per share were tendered prior to the Offer Expiration Time (as defined in the Merger Agreement) and disposed of at the Effective Time (as defined in the Merger Agreement) in exchange for the right to receive a cash payment of $9.75 per share, without interest, subject to any applicable withholding of taxes.
Reflects securities directly held by GTCR-Ultra Holdings, LLC ("Holdings"). GTCR Fund XI/B LP ("Fund XI/B") and GTCR Fund XI/C LP ("Fund XI/C") each hold an economic interest in Holdings and possess the right to appoint certain managers to Holdings' board of managers. Each of Fund XI/B and Fund XI/C is controlled by its general partner, GTCR Partners XI/B LP ("Partners XI/B") and GTCR Partners XI/A&C LP ("Partners XI/A&C"), respectively. Partners XI/B and Partners XI/A&C are controlled by their general partner, GTCR Investment XI LLC ("Investment XI"). As such, each of Fund XI/B, Fund XI/C, Partners XI/B, Partners XI/A&C and Investment XI may be deemed to possess indirect beneficial ownership of the Common Stock held by Holdings. Decisions of Investment XI are made by a vote of a majority of its managers, and, as a result, no single person has voting or dispositive authority over such securities. (Continued in Footnote 3).
Each of the foregoing entities (other than Holdings) and the individual members of the GTCR Board of Managers disclaims beneficial ownership of the shares reported hereby, except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Investment XI, acting through Fund XI/B and Fund XI/C, previously had the right to designate up to five nominees for election to the board of directors of the Issuer.
GTCR INVESTMENT XI LLC, By: /s/ Jeffrey S. Wright, by power of attorney
2023-02-22
GTCR- ULTRA HOLDINGS, LLC, By: /s/ Jeffrey S. Wright, by power of attorney
2023-02-22
GTCR PARTNERS XI/B LP, By: /s/ Jeffrey S. Wright, by power of attorney
2023-02-22
GTCR PARTNERS XI/A&C LP, By: /s/ Jeffrey S. Wright, by power of attorney
2023-02-22
GTCR FUND XI/B LP, By: /s/ Jeffrey S. Wright, by power of attorney
2023-02-22
GTCR FUND XI/C LP, By: /s/ Jeffrey S. Wright, by power of attorney
2023-02-22