0000903423-17-000587.txt : 20170921
0000903423-17-000587.hdr.sgml : 20170921
20170921163738
ACCESSION NUMBER: 0000903423-17-000587
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170919
FILED AS OF DATE: 20170921
DATE AS OF CHANGE: 20170921
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BONDERMAN DAVID
CENTRAL INDEX KEY: 0000860866
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35907
FILM NUMBER: 171096094
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35907
FILM NUMBER: 171096093
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 Advisors V, Inc.
CENTRAL INDEX KEY: 0001425876
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35907
FILM NUMBER: 171096096
BUSINESS ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 817-871-4000
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 Advisors VI, Inc.
CENTRAL INDEX KEY: 0001433038
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35907
FILM NUMBER: 171096097
BUSINESS ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 817-871-4000
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35907
FILM NUMBER: 171096098
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
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TPG Biotech Advisors, Inc.
CENTRAL INDEX KEY: 0001666545
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35907
FILM NUMBER: 171096095
BUSINESS ADDRESS:
STREET 1: 301 COMMERCE STREET
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: (817) 871-4000
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
CITY: FORT WORTH
STATE: TX
ZIP: 76102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Quintiles IMS Holdings, Inc.
CENTRAL INDEX KEY: 0001478242
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731]
IRS NUMBER: 271341991
STATE OF INCORPORATION: NC
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4820 EMPEROR BLVD.
CITY: DURHAM
STATE: NC
ZIP: 27703
BUSINESS PHONE: 919-998-2000
MAIL ADDRESS:
STREET 1: 4820 EMPEROR BLVD.
CITY: DURHAM
STATE: NC
ZIP: 27703
FORMER COMPANY:
FORMER CONFORMED NAME: Quintiles Transnational Holdings Inc.
DATE OF NAME CHANGE: 20091208
4
1
quintiles.xml
OWNERSHIP DOCUMENT
X0306
4
2017-09-19
0
0001478242
Quintiles IMS Holdings, Inc.
Q
0001495741
TPG Group Holdings (SBS) Advisors, Inc.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
1
0
1
0
0001433038
TPG Advisors VI, Inc.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
1
0
1
0
0001425876
TPG Advisors V, Inc.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
1
0
1
0
0001666545
TPG Biotech Advisors, Inc.
C/O TPG GLOBAL, LLC
301 COMMERCE STREET, SUITE 3300
FORT WORTH
TX
76102
1
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
Common Stock
2017-09-19
4
S
0
4877974
94.87
D
28285500
I
See Explanation of Responses
David Bonderman and James G. Coulter are sole shareholders of each of (i) TPG Group Holdings (SBS) Advisors, Inc. ("Group Advisors"), (ii) TPG Advisors VI, Inc. ("Advisors VI"), (iii) TPG Advisors V, Inc. ("Advisors V") and (iv) TPG Biotech Advisors, Inc. ("Biotech Advisors" and, together with Group Advisors, Advisors VI, Advisors V and Messrs. Bonderman and Coulter, the "Reporting Persons").
Group Advisors is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole member of TPG Holdings I-A, LLC, which is the general partner of TPG Holdings I, L.P., which is the sole member of each of (i) TPG GenPar V Advisors, LLC, (ii) TPG GenPar VI Advisors, LLC and (iii) TPG Biotechnology GenPar III Advisors, LLC. TPG GenPar V Advisors, LLC is the general partner of TPG GenPar V, L.P., which is the general partner of each of (i) TPG Partners V, L.P., which directly holds 10,114,884 shares of Common Stock ("Common Stock") of Quintiles IMS Holdings, Inc. (the "Issuer"), (ii) TPG FOF V-A, L.P., which directly holds 26,461 shares of Common Stock, and (iii) TPG FOF V-B, L.P., which directly holds 21,336 shares of Common Stock.
TPG GenPar VI Advisors, LLC is the general partner of TPG GenPar VI, L.P., which is the general partner of TPG Partners VI, L.P., which directly holds 10,122,667 shares of Common Stock. TPG Biotechnology GenPar III Advisors, LLC is the general partner of TPG Biotechnology GenPar III, L.P., which is the general partner of TPG Biotechnology Partners III, L.P., which directly holds 417,644 shares of Common Stock. Advisors VI is the (i) general partner of TPG FOF VI SPV, L.P., which directly holds 40,015 shares of Common Stock, and (ii) managing member of TPG Iceberg Co-Invest LLC, which directly holds 3,480,370 shares of Common Stock.
Advisors V is the general partner of TPG Quintiles Holdco II, L.P., which directly holds 3,860,131 shares of Common Stock. Biotech Advisors is the general partner of TPG Quintiles Holdco III, L.P. (together with TPG Partners V, L.P., TPG FOF V-A, L.P., TPG FOF V-B, L.P., TPG Partners VI, L.P., TPG Biotechnology Partners III, L.P., TPG FOF VI SPV, L.P., TPG Iceberg Co-Invest LLC and TPG Quintiles Holdco II, L.P., the "TPG Funds"), which directly holds 201,992 shares of Common Stock.
Because of the relationship between the Reporting Persons and the TPG Funds, 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 the TPG Funds. Each Reporting Person and each of the TPG Funds disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's or such TPG Fund's pecuniary interest therein, if any.
The TPG Funds have entered into a Shareholders Agreement, dated as of May 3, 2016 (as supplemented and amended, the "Shareholders Agreement"), with certain other holders (the "Holders") of shares of Common Stock. Because of the relationship between the TPG Funds and the Holders as a result of the Shareholders Agreement, the Reporting Persons may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to beneficially own the shares of Common Stock held in the aggregate by the Holders. Each Reporting Person and each TPG Fund disclaims beneficial ownership of the shares of Common Stock held by the Holders.
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.
(8) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (9) Clive Bode is signing on behalf of both Messrs. Bonderman and Coulter pursuant to authorization and designation letters dated June 19, 2015, which were previously filed with the Securities and Exchange Commission.
/s/ Michael LaGatta, Vice President, TPG Group Holdings (SBS) Advisors, Inc. (8)
2017-09-21
/s/ Michael LaGatta, Vice President, TPG Advisors VI, Inc. (8)
2017-09-21
/s/ Michael LaGatta, Vice President, TPG Advisors V, Inc. (8)
2017-09-21
/s/ Michael LaGatta, Vice President, TPG Biotech Advisors, Inc. (8)
2017-09-21
/s/ Clive Bode, on behalf of David Bonderman (8) (9)
2017-09-21
/s/ Clive Bode, on behalf of James G. Coulter (8) (9)
2017-09-21