0000899243-23-012564.txt : 20230510 0000899243-23-012564.hdr.sgml : 20230510 20230510205944 ACCESSION NUMBER: 0000899243-23-012564 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230509 FILED AS OF DATE: 20230510 DATE AS OF CHANGE: 20230510 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AlpInvest PEP Secondary 2017 C.V. CENTRAL INDEX KEY: 0001976232 STATE OF INCORPORATION: P7 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13718 FILM NUMBER: 23908503 BUSINESS ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ BUSINESS PHONE: 31 20 540 7575 MAIL ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AlpInvest Partners B.V. CENTRAL INDEX KEY: 0001512910 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1210 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13718 FILM NUMBER: 23908505 BUSINESS ADDRESS: STREET 1: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ BUSINESS PHONE: 31 20 540 7575 MAIL ADDRESS: STREET 1: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ FORMER NAME: FORMER CONFORMED NAME: AlpInvest Partners N.V. DATE OF NAME CHANGE: 20110211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AlpInvest Partners US Secondary Investments 2016 I C.V. CENTRAL INDEX KEY: 0001976220 STATE OF INCORPORATION: P7 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13718 FILM NUMBER: 23908504 BUSINESS ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ BUSINESS PHONE: 31 20 540 7575 MAIL ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GGG US Secondary 2017 C.V. CENTRAL INDEX KEY: 0001976394 STATE OF INCORPORATION: P7 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13718 FILM NUMBER: 23908500 BUSINESS ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ BUSINESS PHONE: 31 20 540 7575 MAIL ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AlpInvest Secondaries Fund VI C.V. CENTRAL INDEX KEY: 0001976263 STATE OF INCORPORATION: P7 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13718 FILM NUMBER: 23908502 BUSINESS ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ BUSINESS PHONE: 31 20 540 7575 MAIL ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AlpInvest Secondaries Fund (Euro) VI C.V. CENTRAL INDEX KEY: 0001976275 STATE OF INCORPORATION: P7 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13718 FILM NUMBER: 23908501 BUSINESS ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ BUSINESS PHONE: 31 20 540 7575 MAIL ADDRESS: STREET 1: C/O ALPINVEST PARTNERS B.V. STREET 2: JACHTHAVENWEG 118 CITY: AMSTERDAM STATE: P7 ZIP: 1081 KJ ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Stagwell Inc CENTRAL INDEX KEY: 0000876883 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 980364441 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE WORLD TRADE CENTER, FLOOR 65 CITY: NEW YORK STATE: NY ZIP: 10007 BUSINESS PHONE: 646 429 1800 MAIL ADDRESS: STREET 1: ONE WORLD TRADE CENTER, FLOOR 65 CITY: NEW YORK STATE: NY ZIP: 10007 FORMER COMPANY: FORMER CONFORMED NAME: MDC Stagwell Holdings Inc DATE OF NAME CHANGE: 20210729 FORMER COMPANY: FORMER CONFORMED NAME: MDC PARTNERS INC DATE OF NAME CHANGE: 20040206 FORMER COMPANY: FORMER CONFORMED NAME: MDC CORP INC DATE OF NAME CHANGE: 20001204 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-05-09 1 0000876883 Stagwell Inc STGW 0001512910 AlpInvest Partners B.V. JACHTHAVENWEG 118 AMSTERDAM 1081 KJ 0 0 0 1 Former 10% holder 0001976220 AlpInvest Partners US Secondary Investments 2016 I C.V. JACHTHAVENWEG 118 AMSTERDAM 1081 KJ 0 0 1 0 0001976232 AlpInvest PEP Secondary 2017 C.V. JACHTHAVENWEG 118 AMSTERDAM 1081 KJ 0 0 1 0 0001976263 AlpInvest Secondaries Fund VI C.V. JACHTHAVENWEG 118 AMSTERDAM 1081 KJ 0 0 1 0 0001976275 AlpInvest Secondaries Fund (Euro) VI C.V. JACHTHAVENWEG 118 AMSTERDAM 1081 KJ 0 0 1 0 0001976394 GGG US Secondary 2017 C.V. JACHTHAVENWEG 118 AMSTERDAM 1081 KJ 0 0 1 0 0 Class A Common Stock 2023-05-08 4 J 0 23328154 6.43 A 0 I See footnotes Class A Common Stock 2023-05-09 4 S 0 23328154 6.43 D 0 I See footnotes Each of AlpInvest Partners US Secondary Investments 2016 I C.V., AlpInvest PEP Secondary 2017 C.V., AlpInvest Secondaries Fund VI C.V., AlpInvest Secondaries Fund (Euro) VI C.V., GGG US Secondary 2017 C.V., AlpInvest GA Secondary C.V., AG Secondary C.V., APSS Secondary C.V., AJ Secondary C.V., and AP Fondo Secondaries II C.V. (collectively, the "AlpInvest Funds" and, together with AlpInvest Partners B.V., the "Reporting Persons") are limited partners of Stagwell Media LP (the "Limited Partnership"). As of April 30, 2023, the Reporting Persons have the right to cause Stagwell Media LP to make a distribution-in-kind of shares of Class A Common Stock of Stagwell Inc (the "Issuer"). Such right does not expire. The number of shares that would be delivered upon exercise of such right is determined by, among other things, the trading price of shares of Class A Common Stock of Stagwell Inc. On May 8, 2023, the AlpInvest Funds directed the Limited Partnership to make a partial distribution in kind of 23,328,154 shares of Class A Common Stock (the "Distributed Shares") held by the Limited Partnership. On May 9, 2023, the AlpInvest Funds entered into a Share Repurchase Agreement with the Issuer (the "Share Repurchase Agreement"). Pursuant to the Share Repurchase Agreement, the Issuer agreed to repurchase the Distributed Shares from the AlpInvest Funds at a price of $6.43 per share, for total proceeds of $150,000,030.22. The AlpInvest Funds and the Limited Partnership have agreed that, for purposes of the Limited Partnership Agreement of the Limited Partnership (the "LPA") and determining the amount of distributions that the AlpInvest Funds continue to have the right to receive under the LPA, the Distributed Shares are valued at that same price. Consists of 7,897,045 shares distributed to and sold to the Issuer by AlpInvest Partners US Secondary Investments 2016 I C.V, 2,824,653 shares distributed to and sold to the Issuer by AlpInvest PEP Secondary 2017 C.V., 9,305,931shares distributed to and sold to the Issuer by AlpInvest Secondaries Fund VI C.V., 1,229,268 shares distributed to and sold to the Issuer by AlpInvest Secondaries Fund (Euro) VI C.V., 470,406 shares distributed to and sold to the Issuer by GGG US Secondary 2017 C.V., 118,628 shares distributed to and sold to the Issuer by AlpInvest GA Secondary C.V., 838,743 shares distributed to and sold to the Issuer by AG Secondary C.V., 215,233 shares distributed to and sold to the Issuer by APSS Secondary C.V., 126,477 shares distributed to and sold to the Issuer by AJ Secondary C.V., and 301,770 shares distributed to and sold to the Issuer by AP Fondo Secondaries II C.V. AlpInvest Partners Secondary Investments 2016 I B.V. is the general partner of AlpInvest Partners US Secondary Investments 2016 I C.V. AlpInvest PEP GP B.V. is the general partner of AlpInvest PEP Secondary 2017 C.V. AlpInvest SF VI B.V. is the general partner of each of AlpInvest Secondaries Fund VI C.V. and AlpInvest Secondaries Fund (Euro) VI C.V. AlpInvest GGG B.V. is the general partner of GGG US Secondary 2017 C.V. AlpInvest GA B.V. is the general partner of AlpInvest GA Secondary C.V. AlpInvest G GP, B.V. is the general partner of AG Secondary C.V. AlpInvest PSS GP B.V. is the general partner of APSS Secondary C.V. AlpInvest J GP B.V. is the general partner of AJ Secondary C.V. (cont'd) AlpInvest Fondo B.V. is the general partner of AP Fondo Secondaries II C.V. AlpInvest Partners B.V. is the managing director of each of AlpInvest Partners Secondary Investments 2016 I B.V., AlpInvest PEP GP B.V., AlpInvest SF VI B.V., AlpInvest GGG B.V., AlpInvest GA B.V., AlpInvest G GP, B.V., AlpInvest PSS GP B.V., AlpInvest J GP B.V., AlpInvest Fondo B.V. (collectively, the "General Partners"). Due to this relationship, AlpInvest Partners B.V. may be deemed to exercise voting and dispositive power with respect to securities held by the AlpInvest Funds. Each of the Reporting Persons and General Partners disclaims beneficial ownership of securities owned by the AlpInvest Funds except to the extent of its pecuniary interest therein. On May 10, 2023, the Reporting Persons entered into an agreement with the general partner of the Limited Partnership that provides that the Reporting Persons cannot cause the Limited Partnership to make a distribution of shares of Class A Common Stock if, immediately following such distribution, the Reporting Persons (together with any persons with whom their beneficial ownership would be aggregated under for purposes of Section 13(d) or Section 16 of the U.S. Securities Exchange Act of 1934, as amended) would, after giving effect to such distribution, beneficially own more than 9.9% of the outstanding shares of Class A Common Stock. Because no more than ten Reporting Persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, AlpInvest GA Secondary C.V., AG Secondary C.V., APSS Secondary C.V., AJ Secondary C.V., and AP Fondo Secondaries II C.V. have made a separate Form 4 filing. /s/ Erica Herberg 2023-05-10 /s/ Rob de Jong 2023-05-10