0000903423-19-000169.txt : 20190326 0000903423-19-000169.hdr.sgml : 20190326 20190326171508 ACCESSION NUMBER: 0000903423-19-000169 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190322 FILED AS OF DATE: 20190326 DATE AS OF CHANGE: 20190326 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TPG Asia Advisors VI, Inc. CENTRAL INDEX KEY: 0001601127 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38611 FILM NUMBER: 19706027 BUSINESS ADDRESS: STREET 1: C/O TPG GLOBAL, LLC STREET 2: 301 COMMERCE STREET 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 CITY: FORT WORTH STATE: TX ZIP: 76102 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: 001-38611 FILM NUMBER: 19706028 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: 001-38611 FILM NUMBER: 19706029 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3300 CITY: FORT WORTH STATE: TX ZIP: 76102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cushman & Wakefield plc CENTRAL INDEX KEY: 0001628369 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 981193584 STATE OF INCORPORATION: Y9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 125 OLD BROAD STREET CITY: LONDON STATE: X0 ZIP: EC2N 1AR BUSINESS PHONE: 44 20 3296 3000 MAIL ADDRESS: STREET 1: 125 OLD BROAD STREET CITY: LONDON STATE: X0 ZIP: EC2N 1AR FORMER COMPANY: FORMER CONFORMED NAME: Cushman & Wakefield Ltd DATE OF NAME CHANGE: 20180726 FORMER COMPANY: FORMER CONFORMED NAME: Cushman & Wakefield Ltd. DATE OF NAME CHANGE: 20180726 FORMER COMPANY: FORMER CONFORMED NAME: Cushman & Wakefield plc DATE OF NAME CHANGE: 20180719 4 1 cushwake4.xml OWNERSHIP DOCUMENT X0306 4 2019-03-22 0 0001628369 Cushman & Wakefield plc CWK 0001601127 TPG Asia Advisors VI, 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 0 0 1 0 0001099776 COULTER JAMES G C/O TPG GLOBAL, LLC 301 COMMERCE STREET, SUITE 3300 FORT WORTH, TX 76102 0 0 1 0 Ordinary Shares 2019-03-22 4 S 0 14400562 17.0844 D 54039757 I See Explanation of Responses Ordinary Shares 2019-03-22 4 S 0 99260 17.0844 D 53940497 I See Explanation of Responses David Bonderman and James G. Coulter are sole shareholders of TPG Asia Advisors VI, Inc. ("TPG Asia Advisors VI" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"). TPG Asia Advisors VI is the general partner of each of (i) TPG Drone Investment, L.P. ("TPG Drone Investment"), which directly holds depositary receipts representing 36,698,801 Ordinary Shares ("Ordinary Shares") of Cushman & Wakefield plc (the "Issuer"), and (ii) TPG Drone Co-Invest, L.P. ("TPG Drone Co-Invest" and, together with TPG Drone Investment, the "TPG Funds"), which directly holds depositary receipts representing 15,972,150 Ordinary Shares. On March 22, 2019, pursuant to an Underwriting Agreement, dated March 20, 2019, among the Issuer, the underwriters named in Schedule II thereto and the selling shareholders named in Schedule III thereto (the "Underwriting Agreement"), the TPG Funds sold an aggregate of 14,400,592 Ordinary Shares. In addition, the TPG Funds in the aggregate hold 49.63% of the partnership interests in each of (i) DTZ Investment Holdings LP ("Holdings LP") and (ii) DTZ Investment Holdings GenPar LLP ("DTZ GenPar"), the general partner of Holdings LP. DTZ GenPar, acting as general partner of Holdings LP, holds depositary receipts representing 2,558,022 Ordinary Shares for the benefit of the limited partners of Holdings LP. On March 22, 2019, pursuant to the Underwriting Agreement, Holdings LP sold 200,000 Ordinary Shares. 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 TPG Fund and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such TPG Fund's or such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (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. (6) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (7) Bradford Berenson is signing on behalf of both Messrs. Bonderman and Coulter pursuant to authorization and designation letters dated March 13, 2018, which were previously filed with the Securities and Exchange Commission. /s/ David Reintjes, Vice President TPG Asia Advisors VI, Inc. (6) 2019-03-26 /s/ Bradford Berenson, on behalf of David Bonderman (6) (7) 2019-03-26 /s/ Bradford Berenson, on behalf of James G. Coulter (6) (7) 2019-03-26