0001104659-13-014023.txt : 20130225
0001104659-13-014023.hdr.sgml : 20130225
20130225193823
ACCESSION NUMBER: 0001104659-13-014023
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130221
FILED AS OF DATE: 20130225
DATE AS OF CHANGE: 20130225
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Landy Joseph P.
CENTRAL INDEX KEY: 0001220638
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 13640659
MAIL ADDRESS:
STREET 1: C/O WARBURG PINCUS LLC
STREET 2: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
FORMER NAME:
FORMER CONFORMED NAME: LANDY JOSEPH
DATE OF NAME CHANGE: 20030225
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KAYE CHARLES R
CENTRAL INDEX KEY: 0001239318
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 13640660
MAIL ADDRESS:
STREET 1: C/O WARBURG PINCUS LLC
STREET 2: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Kosmos Energy Ltd.
CENTRAL INDEX KEY: 0001509991
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 980686001
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: CLARENDON HOUSE
STREET 2: 2 CHURCH STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 11
BUSINESS PHONE: (214) 445-9600
MAIL ADDRESS:
STREET 1: 8176 PARK LANE
STREET 2: SUITE 500
CITY: DALLAS
STATE: TX
ZIP: 75231
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WARBURG PINCUS & CO.
CENTRAL INDEX KEY: 0000929408
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 13640665
BUSINESS ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
STREET 2: NEW YORK
CITY: NY
STATE: NY
ZIP: 100173147
BUSINESS PHONE: 2128780600
MAIL ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
STREET 2: NEW YORK
CITY: NY
STATE: NY
ZIP: 100173147
FORMER NAME:
FORMER CONFORMED NAME: WARBURG PINCUS & CO
DATE OF NAME CHANGE: 19940901
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Warburg Pincus Private Equity VIII, L.P.
CENTRAL INDEX KEY: 0001157334
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 13640662
BUSINESS ADDRESS:
STREET 1: C/O WARBURG PINCUS LLC
STREET 2: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-878-0600
MAIL ADDRESS:
STREET 1: C/O WARBURG PINCUS LLC
STREET 2: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
FORMER NAME:
FORMER CONFORMED NAME: WARBURG PINCUS PRIVATE EQUITY VIII L P
DATE OF NAME CHANGE: 20010813
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WARBURG PINCUS LLC
CENTRAL INDEX KEY: 0001162870
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 13640664
BUSINESS ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-878-0600
MAIL ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Warburg Pincus International Partners, L.P.
CENTRAL INDEX KEY: 0001299643
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 13640661
BUSINESS ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-878-0600
MAIL ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Warburg Pincus Partners LLC
CENTRAL INDEX KEY: 0001322709
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35167
FILM NUMBER: 13640663
BUSINESS ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-878-0600
MAIL ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
4
1
a4.xml
4
X0306
4
2013-02-21
0
0001509991
Kosmos Energy Ltd.
KOS
0000929408
WARBURG PINCUS & CO.
450 LEXINGTON AVENUE
NEW YORK
NY
NY
100173147
1
0
1
0
0001162870
WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK
NY
10017
0
0
1
0
0001322709
Warburg Pincus Partners LLC
450 LEXINGTON AVENUE
NEW YORK
NY
10017
1
0
1
0
0001157334
Warburg Pincus Private Equity VIII, L.P.
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK
NY
10017
1
0
1
0
0001299643
Warburg Pincus International Partners, L.P.
450 LEXINGTON AVENUE
NEW YORK
NY
10017
1
0
1
0
0001239318
KAYE CHARLES R
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK
NY
10017
0
0
1
0
0001220638
Landy Joseph P.
C/O WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK
NY
10017
1
0
1
0
Common Shares
2013-02-21
4
S
0
7305695
11
D
67498713
D
Common Shares
2013-02-21
4
S
0
7225929
11
D
66761824
D
Common Shares
2013-02-21
4
S
0
15077261
11
D
139301876
I
See Footnotes
Common Shares
2013-02-21
4
S
0
15077261
11
D
139301876
I
See Footnotes
This amount represents the per share price of common stock (the "Common Shares") of Kosmos Energy Ltd. (the "Issuer") sold by the underwriters in connection with a secondary offering of the Issuer which closed on February 21, 2013 (the "Offering"). The material terms of the Offering are described in the prospectus, dated February 14, 2013, filed by the Issuer with the Securities and Exchange Commission on February 15, 2013.
Reflects the number of Common Shares directly owned by Warburg Pincus Private Equity VIII, L.P., a Delaware limited partnership ("WPPE VIII"). Two affiliated limited partnerships (collectively, and together with WPPE VIII, "WP VIII") directly own 1,956,956 Common Shares and 195,263 Common Shares, respectively.
Reflects the number of Common Shares directly owned by Warburg Pincus International Partners, L.P., a Delaware limited partnership ("WPIP LP"). Two affiliated limited partnerships (collectively, and together with WPIP LP, "WPIP") directly own 2,786,041 Common Shares and 103,079 Common Shares, respectively.
Reflects the aggregate number of Common Shares directly owned by WP VIII and WPIP.
Warburg Pincus Partners LLC, a New York limited liability company ("WP Partners") and direct subsidiary of Warburg Pincus & Co., a New York general partnership ("WP"), is the general partner of WPPE VIII and WPIP LP. WP is the managing member of WP Partners. WP VIII and WPIP are managed by Warburg Pincus LLC, a New York limited liability company ("WP LLC"). Charles R. Kaye is a Managing General Partner of WP and a Managing Member and Co-President of WP LLC. Pursuant to Rule 16a-1 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), WP Partners, WP, WP LLC and Mr. Kaye may be deemed to be the beneficial owners of any securities reported herein that may be deemed to be beneficially owned by WP VIII and WPIP.
Joseph P. Landy is a Managing General Partner of WP and a Managing Member and Co-President of WP LLC. Pursuant to Rule 16a-1 of the Exchange Act, Mr. Landy may be deemed to be the beneficial owner of any securities reported herein that may be deemed to be beneficially owned by WP VIII and WPIP. Mr. Landy is also a director of the Issuer.
Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of WP VIII, WPIP, WP Partners, WP, WP LLC, Mr. Kaye and Mr. Landy herein state that this filing shall not be deemed an admission that he or it is the beneficial owner of any such shares of Common Shares covered by this Statement. Each of WP VIII, WPIP, WP Partners, WP, WP LLC, Mr. Kaye and Mr. Landy disclaims beneficial ownership of such Common Shares, except to the extent of its or his pecuniary interest in such shares of Common Shares.
Director by Deputization - WP VIII, WPIP, WP Partners, and WP (the "Warburg Pincus Entities") collectively have the right to nominate for election two directors to the Board of Directors of the Issuer (the "Board") pursuant to a Shareholders Agreement by and among the Issuer and certain of the Issuer's stockholders in connection with the consummation of the Issuer's initial public offering on the terms and conditions set forth therein. The directors will serve on the Board as representatives of the Warburg Pincus Entities.
Warburg Pincus & Co., By: /s/ Scott A. Arenare, Attorney-in-Fact*
2013-02-25
Warburg Pincus LLC, By: /s/Scott A. Arenare, Managing Director
2013-02-25
Warburg Pincus Partners LLC, By: Warburg Pincus & Co., its Managing Member, By: /s/ Scott A. Arenare, Attorney-in-Fact*
2013-02-25
Warburg Pincus Private Equity VIII, L.P., By: Warburg Pincus Partners LLC, its General Partner, By: Warburg Pincus & Co., its Managing Member, By: /s/ Scott A. Arenare, Attorney-in-Fact*
2013-02-25
Warburg Pincus International Partners, L.P., By: Warburg Pincus Partners LLC, its General Partner, By: Warburg Pincus & Co., its Managing Member, By: /s/ Scott A. Arenare, Attorney-in-Fact*
2013-02-25
Charles R. Kaye, By: /s/ Scott A. Arenare, as Attorney-in-Fact* for Charles R. Kaye
2013-02-25
Joseph P. Landy By: /s/ Scott A. Arenare, as Attorney-in-Fact* for Joseph P. Landy
2013-02-25