0001209191-19-036337.txt : 20190612
0001209191-19-036337.hdr.sgml : 20190612
20190612143940
ACCESSION NUMBER: 0001209191-19-036337
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190610
FILED AS OF DATE: 20190612
DATE AS OF CHANGE: 20190612
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HARVEY ROBERT BURTON
CENTRAL INDEX KEY: 0001738212
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38532
FILM NUMBER: 19893450
MAIL ADDRESS:
STREET 1: 40 BURTON HILLS BOULEVARD, SUITE 415
CITY: NASHVILLE
STATE: TN
ZIP: 37215
FORMER NAME:
FORMER CONFORMED NAME: BURTON ROBERT HARVEY
DATE OF NAME CHANGE: 20180420
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: i3 Verticals, Inc.
CENTRAL INDEX KEY: 0001728688
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 824052852
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 40 BURTON HILLS BLVD.
STREET 2: SUITE 415
CITY: NASHVILLE
STATE: TN
ZIP: 37215
BUSINESS PHONE: 800-203-7981
MAIL ADDRESS:
STREET 1: 40 BURTON HILLS BLVD.
STREET 2: SUITE 415
CITY: NASHVILLE
STATE: TN
ZIP: 37215
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-06-10
0
0001728688
i3 Verticals, Inc.
IIIV
0001738212
HARVEY ROBERT BURTON
40 BURTON HILLS BLVD.
SUITE 415
NASHVILLE
TN
37215
1
0
0
0
Class B common stock, par value $0.0001 per share
2019-06-10
4
D
0
573341
D
378513
I
By CCSD II, L.P.
Class B common stock, par value $0.0001 per share
2019-06-10
4
D
0
392556
D
259163
I
By Claritas Capital Specialty Debt Fund, LP
Class B common stock, par value $0.0001 per share
2019-06-10
4
D
0
70528
D
46562
I
By CF i3 Corporation
Class B common stock, par value $0.0001 per share
11716
D
Common Units
2019-06-10
4
D
0
573341
21.61
D
Class A common stock, par value $0.0001 per share
573341
378513
I
By CCSD II, L.P.
Common Units
2019-06-10
4
D
0
392556
21.61
D
Class A common stock, par value $0.0001 per share
392556
259163
I
By Claritas Capital Specialty Debt Fund, LP
Common Units
2019-06-10
4
D
0
70528
21.61
D
Class A common stock, par value $0.0001 per share
70528
46562
I
By CF i3 Corporation
Common Units
Class A common stock, par value $0.0001 per share
11716
11716
D
Pursuant to the Amended and Restated Certificate of Incorporation of i3 Verticals, Inc. (the "Issuer"), the shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Common Stock") are cancelled for no consideration on a one-to-one basis upon redemption of common units in i3 Verticals, LLC (the "Common Units") for shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of the Issuer.
Represents shares of Class B Common Stock held by CCSD II, L.P. ("CCSD"), of which the Reporting Person serves as a voting member of the investment committee. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
Represents shares of Class B Common Stock held by Claritas Capital Specialty Debt Fund, L.P. ("Claritas"), of which the Reporting Person serves as a voting member of the investment committee. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
Represents shares of Class B Common Stock held by CF i3 Corporation ("CF"), of which the Reporting Person serves as an officer. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
The Common Units may be redeemed by the holder at any time for an equal number of shares of Class A Common Stock or, at the election of i3 Verticals, LLC, cash equal to the volume-weighted average market price of such shares. Upon the redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled. The Common Units have no expiration date.
Represents the sale of Common Units to the Issuer pursuant to the Common Unit Purchase Agreement entered into in connection with the Issuer's offering of Class A common stock which closed on June 10, 2019, pursuant to the Limited Liability Company Agreement of i3 Verticals, LLC and in accordance with the Registration Rights Agreement among the Issuer and the signatories thereto.
Represents Common Units held by CCSD. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
Represents Common Units held by Claritas. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
Represents Common Units held by CF. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
/s/ Paul Maple, Attorney-in-Fact for Robert Burton Harvey
2019-06-12