SEC FORM
3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
02/05/2020
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3. Issuer Name and Ticker or Trading Symbol
PPD, Inc.
[ PPD ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
X |
10% Owner |
|
Officer (give title below) |
|
Other (specify below) |
|
|
5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Common Stock |
66,454,994 |
I |
See footnotes
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP, 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
1. Name and Address of Reporting Person*
| C/O THE CARLYLE GROUP 1001 |
| PENNSYLVANIA AVE., N.W., SUITE 220 SOUTH |
(Street)
|
| Explanation of Responses: |
|
|
| Remarks: |
|
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Carlyle Group Management L.L.C., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer |
02/05/2020 |
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The Carlyle Group Inc., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer |
02/05/2020 |
|
Carlyle Holdings II GP L.L.C., By: The Carlyle Group Inc., its sole member, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer |
02/05/2020 |
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Carlyle Holdings II L.L.C., By: Carlyle Holdings II GP L.L.C., its managing member, By: The Carlyle Group Inc., its sole member, By /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer |
02/05/2020 |
|
CG Subsidiary Holdings L.L.C., By: Carlyle Holdings II L.L.C., its managing member, By: Carlyle Holdings II GP L.L.C., its managing member, By: The Carlyle Group Inc., its sole member, By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, CFO |
02/05/2020 |
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TC Group Cayman Investment Holdings, L.P., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer |
02/05/2020 |
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TC Group Cayman Investment Holdings Sub L.P., By: /s/ Anne Frederick, Attorney-in-fact for Curtis L. Buser, Chief Financial Officer |
02/05/2020 |
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TC Group VI, L.L.C., By: /s/ Jeremy W. Anderson, Authorized Person |
02/05/2020 |
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TC Group VI, L.P., By: /s/ Jeremy W. Anderson, Authorized Person |
02/05/2020 |
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Carlyle Partners VI Holdings II, L.P., By: /s/ Jeremy W. Anderson, Authorized Person |
02/05/2020 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 24
POWER OF ATTORNEY
The undersigned understands that, from time to time, the Carlyle
Companies (defined below) are required to prepare, execute and file certain
federal and state securities laws filings.
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Jeffrey Ferguson, Jeremy Anderson, Joanne Cosiol, Anne
Frederick, Kevin Gasque, Erica Herberg, Norma Kuntz, Joshua Lefkowitz, David
Lobe, Karen McMonagle, Aditya Narain, Michelle Reing, Ryan Toteja and Catherine
Ziobro, or any of them signing singly, and with full power of substitution, the
undersigned's true and lawful attorney-in-fact to:
(1) prepare, execute in the name of each Carlyle Company and on behalf
of each Carlyle Company, and submit to the U.S. Securities and
Exchange Commission (the "SEC") a Form ID, including amendments
thereto, and any other documents necessary or appropriate to obtain
codes and passwords enabling the undersigned to make electronic
filings with the SEC of Forms D ("Form D") required to be filed in
accordance with Rule 503 ("Rule 503") promulgated with respect to
Sections 4(2), 4(6) and 3(b) of the Securities Act of 1933 (the
"1933 Act") and reports required by Sections 13(d) and 16(a) of the
Securities Exchange Act of 1934 (the "1934 Act") or any rule or
regulation of the SEC;
(2) prepare and execute for and on behalf of each Carlyle Company, in
the undersigned's capacity as a Chairman, authorized person,
officer and/or director of each Carlyle Company, federal and state
securities laws filings including without limitation Forms D
pursuant to Rule 503 and Schedules 13D and 13G and Forms 3, 4, and
5 in accordance with Sections 13(d) and 16(a) of the 1934 Act and
the rules thereunder;
(3) do and perform any and all acts for and on behalf of each Carlyle
Company which may be necessary or desirable to complete and execute
any such federal and state securities laws filings including
without limitation Forms D, Schedules 13D and 13G and Forms 3, 4,
and 5, complete and execute any amendment or amendments thereto,
and timely file such form with the SEC and the securities
administrators of any state, the District of Columbia, the
Commonwealth of Puerto Rico, Guam and the United States Virgin
Islands or their designees and any stock exchange or similar
authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney- in-fact, may be
of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in such
attorney-in- fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted, whether the same needs to be executed, taken
or done by him in his capacity as a current or former member, partner,
shareholder, director or officer of any company, partnership, corporation,
organization, firm, branch or other entity connected with, related to or
affiliated with any of the entities constituting the Carlyle Companies or
entities that directly or indirectly hold interests in the Carlyle Companies.
The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming any
of the undersigned's responsibilities to comply with federal and state
securities laws, including without limitation Rule 503 of the 1933 Act or
Section 13 and Section 16 of the 1934 Act.
This Power of Attorney and all authority conferred hereby shall not be
terminated by operation of law, whether by the death or incapacity of the
undersigned or by occurrence of any other event. Actions taken by an attorney-
in-fact pursuant to this Power of Attorney shall be as valid as if any event
described in the preceding sentence had not occurred, whether or not the
attorney-in-fact shall have received notice of such event. Notwithstanding the
foregoing, (i) in the event that an attorney-in- fact is no longer employed by
The Carlyle Group Employee Co., L.L.C. or its affiliates, this Power of Attorney
and all authority conferred hereby shall be immediately terminated with respect
to such Attorney, and (ii) the undersigned may terminate or revoke this Power of
Attorney at any time.
For purposes hereof, the "Carlyle Companies" shall consist of: (i)
Carlyle Group Management L.L.C., The Carlyle Group Inc., Carlyle Holdings I GP
Inc., Carlyle Holdings I GP Sub L.L.C., Carlyle Holdings I L.P., TC Group,
L.L.C., Carlyle Holdings II GP L.L.C., Carlyle Holdings II L.L.C., CG Subsidiary
Holdings L.L.C., TC Group Investment Holdings, L.P., Carlyle Holdings III GP
Management L.L.C., Carlyle Holdings III GP L.P., Carlyle Holdings III GP Sub
L.L.C., Carlyle Holdings III L.P., TC Group Cayman L.P., TC Group Sub L.P., TC
Group Investment Holdings Sub L.P., TC Group Cayman Investment Holdings Sub
L.P., TC Group Cayman Sub L.P., Five Overseas CG Investment L.L.C. and (ii) the
subsidiaries and affiliates of the foregoing in clause (i), including without
limitation investment funds sponsored directly or indirectly by one or more of
the Carlyle Companies.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 1st day of January, 2020.
By: /s/ Curtis L. Buser
--------------------------------
Name: Curtis L. Buser
Title: Chief Financial Officer
