Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
The information required on the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
2
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
Serafina
S.A.
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Luxembourg
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
3
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
LMBO EUROPE
SAS
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
France
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
4
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
CIE Management II
Limited
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Guernsey, Channel Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
CO
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
5
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-1
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
6
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-2
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
7
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-3
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
8
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-4
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
9
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-5
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
10
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-6
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
11
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-7
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
12
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-8
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
13
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-9
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
14
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-10
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
15
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-11
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
16
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-12
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
17
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-14
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
18
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-15
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
19
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-16
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
20
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-17
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
21
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-18
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
22
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-19
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
23
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-20
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
24
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-21
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
25
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-22
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
26
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-23
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
27
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-24
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
28
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-25
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
29
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-26
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
30
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-27
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
31
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-28
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
32
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-29
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
33
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-30
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
34
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-31
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
35
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-32
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
36
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-33
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
37
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-34
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
38
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-35
SC
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
France
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
39
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-36
SC
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
France
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
40
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-37
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
41
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-38
SC
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
France
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
42
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European Capital
VIII-39
SC
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
France
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
43
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European
CapitalIntelsat
Co-Investment
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
44
of 53
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
BC European
CapitalIntelsat
Co-Investment
1
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United Kingdom
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
0
|
|
6
|
|
SHARED VOTING POWER
62,962,644
|
|
7
|
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
|
SHARED DISPOSITIVE POWER
62,962,644
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,962,644
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW
(9) EXCLUDES CERTAIN SHARES
☒
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
53.0%
|
12
|
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
45
of 53
|
ITEM 1.
|
(a) Name of Issuer: Intelsat S.A. (the
Issuer
)
|
(b) Address of
Issuers Principal Executive Offices:
4 rue Albert Borschette
Luxembourg
Grand-Duchy of
Luxembourg
L-1246
ITEM 2.
|
(a) Name of Person Filing:
|
This Schedule 13G is being filed by
(i) Serafina S.A., a Luxembourg
Société Anonyme
; (ii) BC European Capital
VIII-1
to 12 (inclusive), BC European Capital
VIII-14
to 34
(inclusive), and BC European Capital
VIII-37,
each a United Kingdom limited partnership (collectively, the
CIE Investors
); (iii) BC European CapitalIntelsat
Co-Investment
and BC European CapitalIntelsat
Co-Investment
1, each a United Kingdom limited partnership (collectively, the
Co-Investment
Investors
); (iv) BC European Capital
VIII-35
SC, BC European Capital
VIII-36
SC, BC
European Capital
VIII-38
SC and BC European Capital
VIII-39
SC, each a
Société Civiles
organized under the laws of France (collectively, the
LMBO Investors
and collectively with the CIE Investors and the
Co-Investment
Investors, the
Investors
); (v) LMBO Europe SAS, a
Société par actions
simplifiée
organized under the laws of France (
LMBO
); and (vi) CIE Management II Limited, a limited corporation organized under the laws of Guernsey, Channel Islands (
CIE
and, together with the
Investors and LMBO, the
Reporting Persons
).
Each of the Investors is a shareholder of Serafina S.A.
CIE is the general partner of each of the CIE Investors and the
Co-Investment
Investors. LMBO is
Gérant
as to each of the LMBO Investors. Due to their relationships with each other, each of the
Reporting Persons may be deemed to have shared voting and investment power with respect to the Issuers common shares owned by each of the other Reporting Persons and may be deemed to have shared beneficial ownership with respect to any such
shares of stock owned by the other Reporting Persons. Each of the Investors, however, disclaim beneficial ownership with respect to any shares of stock owned by the other Reporting Persons.
(b) Address of Principal Business Office, or if None, Residence:
The principal office and business address of Serafina S.A. is 29, avenue de la Porte Neuve,
L-2227
Luxembourg.
The principal office and business address of CIE and the CIE
Investors is Heritage Hall, Le Marchant Street, St. Peter Port, Guernsey, GY1 4HY, Channel Islands.
The principal office
and business address of LMBO and the LMBO Investors is
58-60
Avenue Kleber, Paris, France 75116.
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
46
of 53
|
(c) Citizenship:
See row 4 of the cover pages to this Schedule 13G.
(d) Title of Class of Securities:
This Schedule 13G relates to the Issuers common shares, nominal value $0.01 per share.
(e) CUSIP Number:
L5140P 101
ITEM 3.
|
IF THIS STATEMENT IS FILED PURSUANT TO
SS.240.13D-1(B)
OR
240.13D-2(B)
OR (C), CHECK WHETHER THE PERSON FILING IS A:
|
Not Applicable.
All ownership percentages assume that there are 119,000,000 common shares
outstanding, based on the Issuers Report on Form
6-K
filed with the Securities and Exchange Commission on October 26, 2017.
The common shares beneficially owned by each of the Reporting Persons include 62,962,644 common shares held of record by Serafina S.A.
The information set forth in Item 2 above is incorporated by reference for each Reporting Person.
As a result of the Governance Agreement described in Item 8 below, each of the Reporting Persons may be deemed to beneficially own and share
voting and dispositive power over certain common shares of the Issuer owned by the other Governance Shareholders (as defined below).
(a)
Amount beneficially owned:
See row 9 of the cover sheet of each Reporting Person.
(b) Percent of class:
See row 11
of the cover sheet of each Reporting Person.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See row 5 of the cover sheet of each Reporting Person.
(ii) Shared power to vote or to direct the vote:
See row 6 of the cover sheet of each Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
See row 7 of the cover sheet of each Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
See row 8 of the cover sheet of each Reporting Person.
|
|
|
|
|
CUSIP No. L5140P 101
|
|
SCHEDULE 13G
|
|
Page
47
of 53
|
ITEM 5.
|
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
|
Not Applicable.
ITEM 6.
|
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
|
Not Applicable.
ITEM 7.
|
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
|
Not Applicable.
ITEM 8.
|
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
|
The information for forth in
Item 2 above is incorporated herein by reference.
On April 23, 2013, in connection with the initial public offering of the Issuer,
Serafina S.A. (the
BC Shareholder
), SLP III Investment Holding S.á r.l. (the
Silver Lake Shareholder
), David McGlade (collectively with the Silver Lake Shareholder and the BC Shareholder, the
Governance Shareholders
) and the Issuer entered into a governance agreement (as amended from time to time, the
Governance Agreement
). Under the Governance Agreement, the BC Shareholder currently has the
right to nominate four directors for election to the Issuers board of directors and the Silver Lake Shareholder currently has the right to nominate one director for election to the Issuers board of directors. The Governance
Agreement also provides that a majority of the directors then in office (or, if the board has delegated such authority, the nomination or similar committee of the board) shall nominate the remaining directors for election to the board, one of whom
shall be the Issuers executive chairman, who is currently Mr. McGlade, or if there is no executive chairman, the Issuers chief executive officer. Under the Governance Agreement, each of the Governance Shareholders has
agreed to vote all shares held by it in favor of the directors nominated under the terms of the Governance Agreement and in furtherance of the removal of any directors by the BC Shareholder or the Silver Lake Shareholder under the terms of the
Governance Agreement. Under the Governance Agreement, the BC Shareholder has drag-along rights with respect to the Silver Lake Shareholder under certain circumstances and the Silver Lake Shareholder has certain
tag-along
rights on transfers by the BC Shareholder. The Governance Agreement is filed as an exhibit hereto, and the foregoing summary is qualified in its entirety by the terms thereof.
Given the terms of the Governance Agreement, the Reporting Persons, collectively with the Silver Lake Shareholder and certain related parties
(collectively, the
SLP Parties
) and Mr. McGlade, may be deemed to constitute a group that, as of the date hereof, collectively beneficially owns approximately 81,061,743 common shares, or approximately 67.0%, of
the Issuers outstanding common shares for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the
Act
), assuming the conversion of all outstanding equity awards held by David McGlade that
are vested or that will vest within the next 60 days. Each Reporting Person disclaims beneficial ownership of the common shares of the Issuer other than the shares directly held by such Reporting Person. Pursuant to Rule
13d-1(k)(2)
under the Act, the SLP Parties and Mr. McGlade are each filing separate Schedule 13Gs with respect to the common shares of the Issuer.
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CUSIP No. L5140P 101
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SCHEDULE 13G
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Page
48
of 53
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ITEM 9.
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NOTICE OF DISSOLUTION OF GROUP.
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Not Applicable.
Not Applicable.
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CUSIP No. L5140P 101
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SCHEDULE 13G
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Page
49
of 53
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: February 14, 2018
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SERAFINA S.A.:
|
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/s/ Christelle Rétif
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Name: Christelle Rétif
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Title: Director
|
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/s/ Pierre Stemper
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Name: Pierre Stemper
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Title: Director
For and on behalf of the Limited Partnerships comprising
|
BC EUROPEAN CAPITAL VIII 1 to 12 and 14 to 34 and 37:
|
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/s/ Matthew Elston
|
Name: Matthew Elston
|
Title: Director, CIE Management II Limited, acting as General Partner to
BC European Capital VIII 1 to 12 and 14 to 34 and 37
|
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/s/ Mark Rodliffe
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Name: Mark Rodliffe
|
Title: Director, CIE Management II Limited, acting as General Partner to
BC European Capital VIII 1 to 12 and 14 to 34 and 37
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CUSIP No. L5140P 101
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SCHEDULE 13G
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Page
50
of 53
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For and on behalf of the Limited Partnerships comprising
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BC EUROPEAN CAPITAL VIII 35 SC, 36 SC, 38 SC and 39 SC:
|
|
/s/ Matthew Elston
|
Name: Matthew Elston
|
Title: Director, LMBO Europe SAS, acting as
Gérant
to
BC European
Capital VIII
35 SC, 36 SC, 38 SC and 39 SC
|
|
/s/ Cedric Dubourdieu
|
Name: Cedric Dubourdieu
|
Title: Director, LMBO Europe SAS, acting as
Gérant
to
BC European
Capital VIII
35 SC, 36 SC, 38 SC and 39 SC
|
|
For and on behalf of
|
BC EUROPEAN CAPITALINTELSAT
CO-INVESTMENT:
|
|
/s/ Matthew Elston
Name: Matthew Elston
|
Title: Director, CIE Management II Limited, acting as General Partner to
BC European CapitalIntelsat
Co-Investment
|
|
/s/ Mark Rodliffe
Name: Mark Rodliffe
|
Title: Director, CIE Management II Limited, acting as General Partner to
BC European CapitalIntelsat
Co-Investment
|
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CUSIP No. L5140P 101
|
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SCHEDULE 13G
|
|
Page
51
of 53
|
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For and on behalf of
|
BC EUROPEAN CAPITALINTELSAT
CO-INVESTMENT
1:
|
|
/s/ Matthew Elston
Name: Matthew Elston
|
Title: Director, CIE Management II Limited, acting as General Partner to
BC European CapitalIntelsat
Co-Investment
1
|
|
/s/ Mark Rodliffe
Name: Mark Rodliffe
|
Title: Director, CIE Management II Limited, acting as General Partner to
BC European CapitalIntelsat
Co-Investment
1
|
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CUSIP No. L5140P 101
|
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SCHEDULE 13G
|
|
Page
52
of 53
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CIE MANAGEMENT II LIMITED:
|
|
/s/ Matthew Elston
|
Name: Matthew Elston
|
Title: Director, CIE Management II Limited
|
|
/s/ Mark Rodliffe
|
Name: Mark Rodliffe
|
Title: Director, CIE Management II Limited
|
|
LMBO EUROPE SAS:
|
|
/s/ Matthew Elston
|
Name: Matthew Elston
|
Title: Director, LMBO Europe SAS
|
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/s/ Cedric Dubourdieu
|
Name: Cedric Dubourdieu
|
Title: Director, LMBO Europe SAS
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CUSIP No. L5140P 101
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SCHEDULE 13G
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Page
53
of 53
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Exhibit Index
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Exhibit 1.
|
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Joint Filing Agreement as required by Rule
13d-1(k)(1)
under the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 1 of Intelsat S.A.s Schedule 13G filed
by the Reporting Persons, File
No. 005-87961,
filed on February 14, 2014).
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Exhibit 2.
|
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Governance Agreement, dated as of April 23, 2013, by and among Intelsat S.A. and the shareholders of Intelsat S.A. party thereto (incorporated by reference to Exhibit 3.1 of Intelsat S.A.s Annual Report on Form
20-F,
File
No. 001-35878,
filed on February 20, 2014).
|
|
|
Exhibit 3.
|
|
Amendment No. 1 to the Governance Agreement, dated as of February 20, 2015, by and among Intelsat S.A. and the shareholders of Intelsat S.A. party thereto (incorporated by reference to Exhibit 3.2 of Intelsat S.A.s
Annual Report on Form
20-F,
File
No. 001-35878,
filed on March 8, 2016).
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