0001387131-19-005208.txt : 20190719
0001387131-19-005208.hdr.sgml : 20190719
20190719164736
ACCESSION NUMBER: 0001387131-19-005208
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190718
FILED AS OF DATE: 20190719
DATE AS OF CHANGE: 20190719
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
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38485
FILM NUMBER: 19963962
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: BONDERMAN DAVID
CENTRAL INDEX KEY: 0000860866
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38485
FILM NUMBER: 19963963
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
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38485
FILM NUMBER: 19963964
MAIL ADDRESS:
STREET 1: 301 COMMERCE STREET
STREET 2: SUITE 3300
CITY: FORT WORTH
STATE: TX
ZIP: 76102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Amneal Pharmaceuticals, Inc.
CENTRAL INDEX KEY: 0001723128
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
BUSINESS PHONE: (908) 947-3120
MAIL ADDRESS:
STREET 1: 400 CROSSING BOULEVARD
STREET 2: 3RD FLOOR
CITY: BRIDGEWATER
STATE: NJ
ZIP: 08807
FORMER COMPANY:
FORMER CONFORMED NAME: Atlas Holdings, Inc.
DATE OF NAME CHANGE: 20171117
3
1
ownership.xml
OWNERSHIP DOCUMENT
X0206
3
2019-07-18
0
0001723128
Amneal Pharmaceuticals, Inc.
AMRX
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
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
Class A Common Stock
16213367
I
See Explanation of Responses
David Bonderman and James G. Coulter are the sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. (together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which 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 (i) member of TPG Holdings I-A, LLC and (ii) shareholder of TPG Holdings III-A, Inc. TPG Holdings I-A, LLC is the general partner of TPG Holdings I, L.P., which is the sole member of TPG GenPar VII Advisors, LLC, which is the general partner of TPG GenPar VII, L.P., which is the general partner of TPG Improv Holdings, L.P. ("TPG Improv"), which directly holds 12,328,767 shares of Class A Common Stock ("Class A Shares") of Amneal Pharmaceuticals, Inc. (the "Issuer").
TPG Holdings III-A, Inc. is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is general partner of TPG PEP GenPar Advisors, L.P., which is the general partner of TPG PEP GenPar Governance, L.P., which is the general partner of each of (i) TPG Public Equity Partners, L.P., which directly holds 430,412 Class A Shares, and (ii) TPG Public Equity Partners Master Fund, L.P. (together with TPG Public Equity Partners, L.P. and TPG Improv, the "TPG Funds"), which directly holds 3,454,188 Class A Shares.
On July 18, 2019, the Issuer informed TPG Improv that it had exercised its right to convert all the shares of Class B-1 Common Stock of the Issuer held by TPG Improv into Class A Shares, with such conversion having occurred on July 1, 2019.
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 3 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 the authorization and designation letters dated March 13, 2018, which were previously filed with the Securities and Exchange Commission.
Michael LaGatta, Vice President, TPG Group Holdings (SBS) Advisors, Inc. (6)
2019-07-19
Bradford Berenson on behalf of David Bonderman (6)(7)
2019-07-19
Bradford Berenson on behalf of James G. Coulter (6)(7)
2019-07-19