Amended Statement of Ownership (sc 13g/a)
January 14 2022 - 03:55PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
SelectQuote, Inc. |
(Name of Issuer)
|
Common Stock, par value $0.01 per
share |
(Title of Class of Securities)
|
816307300 |
(CUSIP Number)
|
December 31, 2021 |
(Date of Event which Requires Filing of this
Statement) |
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[_] Rule 13d-1(b)
[_] Rule 13d-1(c)
[X] Rule 13d-1(d)
|
* |
The remainder of this cover page
shall be filled out for a reporting person’s initial filing on this
form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter the
disclosures provided in a prior cover page. |
The information required in 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).
SCHEDULE 13G
1 |
Names of Reporting Persons
BEP III LLC
|
|
2 |
Check the appropriate box if a member of
a Group (see instructions)
(a) [ ]
(b) [x]
|
|
3 |
Sec Use Only
|
|
4 |
Citizenship or Place of Organization
Delaware |
|
Number of
Shares
Beneficially
Owned by Each
Reporting Person
With:
|
5 |
Sole Voting
Power
8,877,872, except that
Brookside Equity Partners LLC ("BEP"), the manager of BEP III LLC,
may be deemed to have sole power to vote these shares.
|
6 |
Shared Voting
Power
See response to row
5.
|
7 |
Sole Dispositive
Power
8,877,872, except that
BEP, the manager of BEP III LLC, may be deemed to have sole power
to dispose of these shares.
|
8 |
Shared Dispositive Power
See
response to row 7. |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
8,877,872
|
|
10 |
Check box if the aggregate amount in row
(9) excludes certain shares (See Instructions)
Not applicable
|
|
11 |
Percent of class
represented by amount in row (9)
5.4%(a) |
|
12 |
Type of Reporting
Person (See Instructions)
OO |
|
|
(a) |
All ownership percentages calculated in this Schedule 13G are
based upon an aggregate of 163,958,397 shares of Common Stock
outstanding, as disclosed in the Issuer's Quarterly Report on Form
10-Q for the quarterly period ended September 30, 2021 and filed
with the Securities and Exchange Commission on November 5,
2021. |
1 |
Names of Reporting Persons
BEP III Co-Invest
LLC
|
|
2 |
Check the appropriate box if a member of
a Group (see instructions)
(a) [ ]
(b) [x]
|
|
3 |
Sec Use Only
|
|
4 |
Citizenship or Place of Organization
Delaware |
|
Number of
Shares
Beneficially
Owned by Each
Reporting Person
With:
|
5 |
Sole Voting
Power
6,911,600, except that
BEP, the manager of BEP III Co-Invest LLC, may be deemed to have
sole power to vote these shares.
|
6 |
Shared Voting
Power
See response to row
5.
|
7 |
Sole Dispositive
Power
6,911,600, except that
BEP, the manager of BEP III Co-Invest LLC, may be deemed to have
sole power to dispose of these shares.
|
8 |
Shared Dispositive Power
See
response to row 7. |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,911,600
|
|
10 |
Check box if the aggregate amount in row
(9) excludes certain shares (See Instructions)
Not applicable
|
|
11 |
Percent of class
represented by amount in row (9)
4.2%(a)
|
|
12 |
Type of Reporting
Person (See Instructions)
OO |
|
|
(a) |
All ownership percentages calculated in this Schedule 13G are
based upon an aggregate of 163,958,397 shares of Common Stock
outstanding, as disclosed in the Issuer's Quarterly Report on Form
10-Q for the quarterly period ended September 30, 2021 and filed
with the Securities and Exchange Commission on November 5,
2021. |
1 |
Names of Reporting Persons
SQ Co-investors LLC
|
|
2 |
Check the appropriate box if a member of
a Group (see instructions)
(a) [ ]
(b) [x]
|
|
3 |
Sec Use Only
|
|
4 |
Citizenship or Place of Organization
Delaware |
|
Number of
Shares
Beneficially
Owned by Each
Reporting Person
With:
|
5 |
Sole Voting
Power
1,889,285, except that
BEP, the manager of SQ Co-investors LLC, may be deemed to have sole
power to vote these shares.
|
6 |
Shared Voting
Power
See response to row
5.
|
7 |
Sole Dispositive
Power
1,889,285, except that
BEP, the manager of SQ Co-investors LLC, may be deemed to have sole
power to dispose of these shares.
|
8 |
Shared Dispositive Power
See
response to row 7. |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
1,889,285
|
|
10 |
Check box if the aggregate amount in row
(9) excludes certain shares (See Instructions)
Not applicable
|
|
11 |
Percent of class
represented by amount in row (9)
1.2%(a) |
|
12 |
Type of Reporting
Person (See Instructions)
OO |
|
|
(a) |
All ownership percentages calculated in this Schedule 13G are
based upon an aggregate of 163,958,397 shares of Common Stock
outstanding, as disclosed in the Issuer's Quarterly Report on Form
10-Q for the quarterly period ended September 30, 2021 and filed
with the Securities and Exchange Commission on November 5,
2021. |
1 |
Names of Reporting Persons
Brookside Equity Partners LLC |
|
2 |
Check the appropriate box if a member of
a Group (see instructions)
(a) [ ]
(b) [x]
|
|
3 |
Sec Use Only
|
|
4 |
Citizenship or Place of Organization
Delaware |
|
Number of
Shares
Beneficially
Owned by Each
Reporting Person
With:
|
5 |
Sole Voting
Power
17,678,757 of which
8,877,872 shares are directly owned by BEP III LLC, 6,911,600
shares are directly owned by BEP III Co-Invest LLC, and 1,889,285
shares are directly owned by SQ Co-investors LLC. BEP, the manager
of BEP III LLC, BEP III Co-Invest LLC, and SQ Co-investors LLC may
be deemed to have sole power to vote these shares.
|
6 |
Shared Voting
Power
See response to row
5.
|
7 |
Sole Dispositive
Power
17,678,757 of which
8,877,872 shares are directly owned by BEP III LLC, 6,911,600
shares are directly owned by BEP III Co-Invest LLC, and 1,889,285
shares are directly owned by SQ Co-investors LLC. BEP, the manager
of BEP III LLC, BEP III Co-Invest LLC, and SQ Co-investors LLC may
be deemed to have sole power to vote these shares.
|
8 |
Shared Dispositive Power
See
response to row 7. |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
17,678,757
|
|
10 |
Check box if the aggregate amount in row
(9) excludes certain shares (See Instructions)
Not applicable
|
|
11 |
Percent of class
represented by amount in row (9)
10.8%(a) |
|
12 |
Type of Reporting
Person (See Instructions)
OO |
|
|
(a) |
All ownership percentages calculated in this Schedule 13G are
based upon an aggregate of 163,958,397 shares of Common Stock
outstanding, as disclosed in the Issuer's Quarterly Report on Form
10-Q for the quarterly period ended September 30, 2021 and filed
with the Securities and Exchange Commission on November 5,
2021. |
Item 1.
(a) Name of
Issuer:
SelectQuote, Inc. (the “Issuer”)
(b) Address of Issuer’s
Principal Executive Offices:
6800 West 115th Street
Suite 2511
Overland Park, Kansas 66211
Item
2.
|
(a) |
Name of Person Filing: |
This statement is filed on behalf of (i) BEP III LLC, a Delaware
limited liability company; (ii) BEP III Co-Invest LLC, a Delaware
limited liability company; (iii) SQ Co-investors LLC, a Delaware
limited liability company; and (iv) Brookside Equity Partners LLC,
a Delaware limited liability company (collectively, the
“Reporting Persons”).
The
Reporting Persons have entered into a Joint Filing Agreement, dated
as of February 2, 2021, a copy of which is attached as Exhibit
99.1 to this amendment to Schedule 13G, pursuant to which the
Reporting Persons have agreed to jointly file this amendment to
Schedule 13G and future amendments thereto.
|
(b) |
Address of Principal Business Office or, if None,
Residence: |
The
address for each of the Reporting Persons is:
201
Tresser Boulevard
Suite 320
Stamford, Connecticut 06901
Each Reporting Person is a Delaware limited liability company.
|
(d) |
Title and Class of
Securities: |
Common Stock, par value $0.01 per share (“Common Stock”)
816307300
|
Item 3. |
If this statement is filed pursuant to §§ 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
|
(a) |
Amount beneficially owned: |
See
Row 9 of cover page for each Reporting Person.
See
Row 11 of cover page for each Reporting Person.
|
(c) |
Number of shares as to which such person has: |
|
(i) |
Sole power to vote or to direct the vote: |
See
Row 5 of cover page for each Reporting Person.
|
(ii) |
Shared power to vote or to direct the vote: |
See
Row 6 of cover page for each Reporting Person.
|
(iii) |
Sole power to dispose or to direct the disposition
of: |
See
Row 7 of cover page for each Reporting Person.
|
(iv) |
Shared power to dispose or to direct the disposition
of: |
See
Row 8 of cover page for each Reporting Person.
|
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. |
Under certain circumstances set forth in the limited liability
company agreements of the Reporting Persons, the members of such
entities may be deemed to have the right to receive dividends from,
or the proceeds from, the sale of shares of the Issuer owned by
each such entity of which they are a member.
|
Item 7. |
Identification and
classification of the subsidiary which acquired the security being
reported on by the parent holding company or control
person. |
Not applicable.
|
Item 8. |
Identification and classification of members of the
group. |
Not applicable.
|
Item 9. |
Notice of Dissolution of Group. |
Not applicable.
Not applicable.
SIGNATURES
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.
Date: |
January 14, 2022 |
|
BEP III LLC |
|
|
|
|
By: |
BROOKSIDE EQUITY PARTNERS LLC, its
Manager |
|
|
|
|
|
|
|
|
|
|
By: |
/s/ Raymond F.
Weldon |
|
|
|
|
|
Name: Raymond F. Weldon |
|
|
|
|
|
Title: Managing Director |
|
|
|
|
|
|
|
|
|
|
BEP III CO-INVEST LLC |
|
|
|
|
By: |
BROOKSIDE EQUITY PARTNERS LLC, its Manager |
|
|
|
|
|
|
|
|
|
|
By: |
/s/ Raymond F.
Weldon |
|
|
|
|
|
Name: Raymond F. Weldon |
|
|
|
|
|
Title: Managing Director |
|
|
|
|
|
|
|
|
|
|
SQ CO-INVESTORS LLC |
|
|
|
|
By: |
BROOKSIDE EQUITY PARTNERS LLC, its Manager |
|
|
|
|
|
|
|
|
|
|
By: |
/s/ Raymond F.
Weldon |
|
|
|
|
|
Name: Raymond F. Weldon |
|
|
|
|
|
Title: Managing Director |
|
|
|
|
|
|
|
|
|
|
BROOKSIDE EQUITY PARTNERS LLC |
|
|
|
|
|
|
|
|
|
|
By: |
/s/ Raymond F.
Weldon |
|
|
|
|
|
Name: Raymond F. Weldon |
|
|
|
|
|
Title: Managing Director |
|
SelectQuote (NYSE:SLQT)
Historical Stock Chart
From Jan 2023 to Feb 2023
SelectQuote (NYSE:SLQT)
Historical Stock Chart
From Feb 2022 to Feb 2023