April 12, 2024 · Form 4 insider transaction
Green Equity Investors VI, L.P. sold 235 shares of Signet Jewelers Limited at $99.34 per share, a transaction worth $23.3K. The trade was recorded as open-market sale and disclosed on an SEC Form 4, filed 4 days after the transaction.
Series A Convertible Preference Shares, par value $0.01 per share ("Series A Preference Shares").; The Series A Preference Shares have a stated value of $1,050.94 per share and are convertible into Common Shares of the issuer at a current conversion price of $79.7410 per share at a conversion ratio of 12.5406 Common Shares per Series A Preference Share. The conversion ratio is subject to certain anti-dilution and other adjustments and is subject to change. Since the acquisition of the Series A Preference Shares, the conversion rate has been adjusted as a result of these anti-dilution adjustments.; In accordance with the terms of the Amended Certificate of Designation for the Series A Preference Shares, the Reporting Persons delivered a notice of conversion of 312,500 Series A Preference Shares to the Issuer. The Issuer repurchased the 312,500 Series A Preference Shares from the Reporting Persons for the volume weighted average share price of the date of the transaction signing, or $99.34. Of the 312,500 Series A Preference Shares repurchased by the Issuer, 193,761 were repurchased from Green Equity Investors VI, L.P. ("GEI VI"), 115,482 were repurchased from Green Equity Investors Side VI, L.P. ("GEI Side VI"), 235 were repurchased from LGP Associates VI-A LLC ("Associates VI-A"), and 3,022 were repurchased from LGP Associates VI-B LLC ("Associates VI-B").; Immediately.; The Series A Preference Shares do not have an expiration date.; GEI Capital VI, LLC ("Capital") is the general partner of GEI VI and GEI Side VI. Green VI Holdings, LLC ("Holdings") is a limited partner of GEI VI. LGP is the management company of GEI VI and GEI Side VI, and an affiliate of Capital and Holdings. Peridot Coinvest Manager LLC ("Peridot") is the management company of Associates VI-A and Associates VI-B, and an affiliate of Capital and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP.; Each of GEI VI, GEI Side VI, Associates VI-A, Associates VI-B, Peridot, LGP, LGPM, Capital, and Holdings, directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Series A Preference Shares and underlying Common Shares held by GEI VI, GEI Side VI, Associates VI-A, or Associates VI-B (collectively, the "Equity Interests") and, therefore, a "ten percent holder" hereunder.; Represents Series A Preference Shares, as converted, owned by Associates VI-A. Associates VI-A is the direct owner of 235 Series A Preference Shares which are convertible into 3,097 Common Shares.; Each of GEI VI, GEI Side VI, Associates VI-B, Peridot, LGP, LGPM, Capital, and Holdings disclaims beneficial ownership of the Equity Interests reported on this row, except to the extent of its pecuniary interest therein, and, with respect to Associates VI-A, except to the extent of its direct ownership reported herein, and this report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.