0001104659-13-065696.txt : 20130823 0001104659-13-065696.hdr.sgml : 20130823 20130823081005 ACCESSION NUMBER: 0001104659-13-065696 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130822 FILED AS OF DATE: 20130823 DATE AS OF CHANGE: 20130823 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nuance Communications, Inc. CENTRAL INDEX KEY: 0001002517 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943156479 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 1 WAYSIDE ROAD CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 781-565-5000 MAIL ADDRESS: STREET 1: 1 WAYSIDE ROAD CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER COMPANY: FORMER CONFORMED NAME: SCANSOFT INC DATE OF NAME CHANGE: 19990312 FORMER COMPANY: FORMER CONFORMED NAME: VISIONEER INC DATE OF NAME CHANGE: 19951020 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HACKETT PATRICK T CENTRAL INDEX KEY: 0001238606 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36056 FILM NUMBER: 131056260 MAIL ADDRESS: STREET 1: C/O WARBURG PINCUS LLC STREET 2: 450 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 4 1 a4.xml 4 X0306 4 2013-08-22 0 0001002517 Nuance Communications, Inc. NUAN 0001238606 HACKETT PATRICK T C/O WARBURG PINCUS & CO. 450 LEXINGTON AVENUE NEW YORK NY 10017 1 0 0 0 Common Stock, par value $0.001 per share (''Common Stock'') 2013-08-22 4 J 0 14987081 0 D 16881966 I See footnote Common Stock 2013-08-22 4 J 0 32494 0 A 266855 D Common Stock 2013-08-22 4 J 0 16451 0 A 62782 I See footnote See Explanation of Responses attached as Exhibit 99.1 hereto. *** The Power of Attorney given by Patrick T. Hackett was previously filed with the U.S. Securities & Exchange Commission on March 15, 2013 as an exhibit to the Form 4 filed by Patrick T. Hackett with respect to Nuance Communications, Inc. and is hereby incorporated by reference. Exhibit List: Exhibit 99.1 - Explanation of Responses PATRICK T. HACKETT /s/ Scott A. Arenare Name: Patrick T. Hackett By: Scott A. Arenare, Attorney-in-Fact*** 2013-08-23 EX-99.1 2 ex-99d1.htm EX-99.1

Exhibit 99.1

 

EXPLANATION OF RESPONSES

 

Patrick T. Hackett (the “Reporting Person”) is a director of Nuance Communications, Inc. (the “Issuer”), a Partner of Warburg Pincus & Co., a New York general partnership (“WP”), and a Member and Managing Director of Warburg Pincus LLC, a New York limited liability company (“WP LLC” and together with “WP”, the “Warburg Pincus Entities”).  On August 22, 2013, (i) Warburg Pincus Private Equity VIII, L.P., a Delaware limited partnership, and two affiliated partnerships (collectively, “WP VIII”), distributed, which distribution did not constitute a purchase or sale of securities, an aggregate of 7,502,669 shares of common stock (“Common Stock”) of the Issuer held by them, in the aggregate, to their respective partners on a pro rata basis, for no consideration and (ii) Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“WP X”), and Warburg Pincus X Partners, L.P., a Delaware limited partnership (“WPP X” and, together with WP X, the “WP X Funds”; and together with WP VIII, collectively the “Funds”) distributed, which distribution did not constitute a purchase or sale of securities, an aggregate of 7,484,412 shares of Common Stock of the Issuer held by them, in the aggregate, to their respective partners on a pro rata basis, for no consideration (collectively the distributions by the Funds are referred to herein as the “WP Distribution” and the shares of Common Stock distributed in the WP Distribution are referred to herein as the “Distribution Shares”).

 

In connection with the WP Distribution, an aggregate of 48,945 Distribution Shares were transferred to the Reporting Person (including certain estate planning vehicles).  The Reporting Person also beneficially owns 90,000 shares of restricted Common Stock of the Issuer that were issued to him in his capacity as a director of the Issuer.  Due to his relationships with the Warburg Pincus Entities, the Reporting Person may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”)) in an indeterminate portion of the shares of the Issuer held by the Funds.  The Reporting Person disclaims beneficial ownership of the shares of the Issuer held by the Funds, except to the extent of any direct pecuniary interest therein.

 

This Form 4 shall not be deemed an admission that the Reporting Person or any other person referred to herein is a beneficial owner of the shares of Common Stock held by the Funds for purposes of Section 16 of the Exchange Act or for any other purpose or that the Reporting Person or other person has an obligation to file this Form 4 except, in each case, to the extent it or he has a pecuniary interest in such shares of Common Stock for purposes of Section 16 of the Exchange Act.

 

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