0000903423-15-000559.txt : 20150918
0000903423-15-000559.hdr.sgml : 20150918
20150918172552
ACCESSION NUMBER: 0000903423-15-000559
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150910
FILED AS OF DATE: 20150918
DATE AS OF CHANGE: 20150918
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Pace Holdings Corp.
CENTRAL INDEX KEY: 0001644509
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 301 COMMERCE STREET
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 817 871-4651
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
CITY: FORT WORTH
STATE: TX
ZIP: 76102
FORMER COMPANY:
FORMER CONFORMED NAME: Paceline Holdings Corp.
DATE OF NAME CHANGE: 20150609
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TPACE Sponsor Corp.
CENTRAL INDEX KEY: 0001652685
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37551
FILM NUMBER: 151116043
BUSINESS ADDRESS:
STREET 1: 301 COMMERCE STREET
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 8178714000
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
CITY: FORT WORTH
STATE: TX
ZIP: 76102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Peterson Karl Mr.
CENTRAL INDEX KEY: 0001425873
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37551
FILM NUMBER: 151116044
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: COULTER JAMES G
CENTRAL INDEX KEY: 0001099776
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37551
FILM NUMBER: 151116045
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BONDERMAN DAVID
CENTRAL INDEX KEY: 0000860866
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37551
FILM NUMBER: 151116046
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TPG Group Holdings (SBS) Advisors, Inc.
CENTRAL INDEX KEY: 0001495741
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37551
FILM NUMBER: 151116047
BUSINESS ADDRESS:
STREET 1: C/O TPG GLOBAL, LLC
STREET 2: 301 COMMERCE STREET, SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 817-871-4000
MAIL ADDRESS:
STREET 1: C/O TPG GLOBAL, LLC
STREET 2: 301 COMMERCE STREET, SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
3/A
1
tpg.xml
OWNERSHIP DOCUMENT
X0206
3/A
2015-09-10
2015-09-10
0
0001644509
Pace Holdings Corp.
PACE
0001652685
TPACE Sponsor Corp.
C/O TPG GLOBAL, LLC,
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
0
0
1
0
0001495741
TPG Group Holdings (SBS) Advisors, Inc.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
0
0
1
0
0000860866
BONDERMAN DAVID
C/O TPG GLOBAL, LLC,
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
1
0
1
0
0001099776
COULTER JAMES G
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
1
0
1
0
0001425873
Peterson Karl Mr.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
1
1
1
0
President and CEO
Class F Ordinary Shares
Class A Ordinary Shares
11340000
I
See Explanation of Responses
TPACE Sponsor Corp. ("TPACE") holds an aggregate of 11,340,000 Class F ordinary shares, par value $0.0001 per share (the "Class F Shares"), of Pace Holdings Corp. (the "Issuer"), including 1,500,000 shares that are subject to forfeiture if the underwriters of the Issuer's initial public offering do not exercise in full an option granted to them to cover over-allotments. Pursuant to the Amended and Restated Memorandum and Articles of Association of the Issuer, the Class F Shares will automatically convert into Class A ordinary shares of the Issuer at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment.
The sole director of TPACE is Karl Peterson, and the sole shareholders of TPACE are Mr. Peterson and TPG Holdings III, L.P. ("TPG Holdings III"). David Bonderman and James G. Coulter are officers and sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. ("Group Advisors" and, together with TPACE, Messrs. Bonderman, Coulter and Peterson, the "Reporting Persons"), which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III.
Because of the relationship between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of TPACE. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
(5) The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. (6) Clive Bode is signing on behalf of both Messrs. Bonderman and Coulter pursuant to the authorization and designation letters dated June 19, 2015, which were previously filed with the Securities and Exchange Commission. (7) Clive Bode is signing on behalf of Mr. Peterson pursuant to the authorization and designation letter dated September 4, 2015, which was previously filed with the Securities and Exchange Commission.
/s/ Clive Bode, Vice President, TPACE Sponsor Corp. (5)
2015-09-18
/s/ Clive Bode, Vice President, TPG Group Holdings (SBS) Advisors, Inc. (5)
2015-09-18
/s/ Clive Bode on behalf of David Bonderman (5)(6)
2015-09-18
/s/ Clive Bode on behalf of James G. Coulter (5)(6)
2015-09-18
/s/ Clive Bode on behalf of Karl Peterson (5)(7)
2015-09-18