0001209191-16-127313.txt : 20160613 0001209191-16-127313.hdr.sgml : 20160613 20160613152651 ACCESSION NUMBER: 0001209191-16-127313 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160610 FILED AS OF DATE: 20160613 DATE AS OF CHANGE: 20160613 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TransUnion CENTRAL INDEX KEY: 0001552033 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320] IRS NUMBER: 611678417 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 555 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 BUSINESS PHONE: (312) 985-2000 MAIL ADDRESS: STREET 1: 555 WEST ADAMS STREET CITY: CHICAGO STATE: IL ZIP: 60661 FORMER COMPANY: FORMER CONFORMED NAME: TransUnion Holding Company, Inc. DATE OF NAME CHANGE: 20120612 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Advent Partners GPE VI-A 2010 Limited Partnership CENTRAL INDEX KEY: 0001490262 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710703 BUSINESS ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: (617) 951-9415 MAIL ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Advent Partners GPE VI 2010 Limited Partnership CENTRAL INDEX KEY: 0001490261 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710704 BUSINESS ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: (617) 951-9415 MAIL ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Advent Partners GPE VI 2008 Limited Partnership CENTRAL INDEX KEY: 0001461158 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710706 BUSINESS ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 617 951-9400 MAIL ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GPE VI GP Limited Partnership CENTRAL INDEX KEY: 0001474396 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710708 BUSINESS ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 617 951-9400 MAIL ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Advent-TransUnion Acquisition Limited Partnership CENTRAL INDEX KEY: 0001639404 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710709 BUSINESS ADDRESS: STREET 1: 75 STATE STREET STREET 2: 29TH FLOOR CITY: BOSTON STATE: MA ZIP: 02129 BUSINESS PHONE: 617-951-9407 MAIL ADDRESS: STREET 1: 75 STATE STREET STREET 2: 29TH FLOOR CITY: BOSTON STATE: MA ZIP: 02129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ADVENT INTERNATIONAL CORP/MA CENTRAL INDEX KEY: 0001034196 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710710 BUSINESS ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6179510555 MAIL ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Advent Partners GPE VI-A Limited Partnership CENTRAL INDEX KEY: 0001461159 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710702 BUSINESS ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: (617) 951-9415 MAIL ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GPE VI GP (Delaware) Limited Partnership CENTRAL INDEX KEY: 0001474398 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710707 BUSINESS ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 617 951-9400 MAIL ADDRESS: STREET 1: C/O ADVENT INTERNATIONAL CORPORATION STREET 2: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Advent Partners GPE VI 2009 Limited Partnership CENTRAL INDEX KEY: 0001466270 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37470 FILM NUMBER: 161710705 BUSINESS ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: (617) 951-9415 MAIL ADDRESS: STREET 1: 75 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-06-10 0 0001552033 TransUnion TRU 0001034196 ADVENT INTERNATIONAL CORP/MA C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001639404 Advent-TransUnion Acquisition Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001474396 GPE VI GP Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001474398 GPE VI GP (Delaware) Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001461158 Advent Partners GPE VI 2008 Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001466270 Advent Partners GPE VI 2009 Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001490261 Advent Partners GPE VI 2010 Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001490262 Advent Partners GPE VI-A 2010 Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 0001461159 Advent Partners GPE VI-A Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON MA 02109 0 0 1 0 Common Stock 2016-06-10 4 S 0 18000000 31.25 D 45363759 I See Notes The shares of common stock of the Issuer were sold in connection with a secondary offering of the common stock of the Issuer pursuant to the prospectus supplement, dated June 6, 2016, and accompanying registration statement on Form S-3, dated June 1, 2016. The shares of common stock of the Issuer reported herein exclude 52,582 shares of common stock of the Issuer previously held by Harry Gambill, a former industry advisor of Advent International Corporation ("AIC") (the "Gambill Shares"), who, pursuant to that certain letter agreement and proxy, each dated April 26, 2012, by and between Mr. Gambill and Advent-TransUnion Acquisition Limited Partnership ("ATUA") (the "Gambill Proxy"), granted ATUA sole voting power over the Gambill Shares. The Gambill Proxy is no longer in effect. ATUA disclaims beneficial ownership of the Gambill Shares and the reference to these shares in this report shall not be deemed an admission of beneficial ownership of such shares for purposes of Section 16 or any other purpose. ATUA directly owns 45,363,759 shares of common stock of the Issuer. The Advent Funds (as defined below) directly own all of the partnership interests in ATUA. ATUA, together with AIC, Advent International LLC ("AILLC"), GPE VI GP Limited Partnership ("GPE VI GP"), GPE VI GP (Delaware) Limited Partnership ("GPE VI (DE) GP") and the Advent Funds, are referred to herein as the "Reporting Persons". The shares directly owned by ATUA may be deemed beneficially owned by the other Reporting Persons; however, each Reporting Person disclaims beneficial ownership of these securities except to the extent of its respective pecuniary interest therein, if any, and the inclusion of these shares in their report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose. AIC is the manager of AILLC which is the general partner of each of GPE VI GP, GPE VI (DE) GP, Advent Partners GPE VI 2008 Limited Partnership, Advent Partners GPE VI 2009 Limited Partnership, Advent Partners GPE VI 2010 Limited Partnership, Advent Partners GPE VI-A Limited Partnership, and Advent Partners GPE VI-A 2010 Limited Partnership (collectively, the "AP Funds"). GPE VI (DE) GP is the general partner of the following entities: Advent International GPE VI-C Limited Partnership, Advent International GPE VI-D Limited Partnership and GPE VI-E Limited Partnership (collectively, the "GPE VI (DE) GP Funds"). GPE VI GP is the general partner of the following entities: Advent International GPE VI-G Limited Partnership, Advent International GPE VI Limited Partnership, Advent International GPE VI-A Limited Partnership, Advent Internal GPE VI-B Limited Partnership, and Advent International GPE VI-F Limited Partnership (collectively, the "GPE GP Funds" and together with the GPE VI (DE) GP Funds and the AP Funds, collectively the "Advent Funds"). This Form 4 is the second of two Forms 4 being filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 will be filed by Designated Filer Advent International Corporation. /s/ Richard Terranova, as attorney-in-fact for Advent International Corp/MA 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for Advent-TransUnion Acquisition Limited Partnership 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for GPE VI GP Limited Partnership 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for GPE VI GP (Delaware) Limited Partnership 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for Advent Partners GPE VI 2008 Limited Partnership 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for Advent Partners GPE VI 2009 Limited Partnership 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for Advent Partners GPE VI 2010 Limited Partnership 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for Advent Partners GPE VI-A 2010 Limited Partnership 2016-06-13 /s/ Richard Terranova, as attorney-in-fact for Advent Partners GPE VI-A Limited Partnership 2016-06-13 EX-24.4_661471 2 poa.txt POA DOCUMENT POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS that Advent International Corporation, a Delaware corporation with its principal place of business at 75 State Street, Boston, Massachusetts ("Advent"), hereby constitutes and appoints Richard Terranova (the "Attorney") as Advent's true and lawful attorney in its name and stead to execute and file on behalf of the Corporation in its corporate capacity and on behalf of the Corporation in its capacity as manager or general partner of any limited partnership or other entity managed directly or indirectly by the Corporation any (i) voting proxies and similar documents and (ii) federal, state, local and foreign filings required to be made to any governmental, regulatory or similar authority in connection with legal or regulatory matters, including but not limited to filings with the United States Securities and Exchange Commission and any "blue sky" or similar state regulatory filings, in each case provided such action or document has been approved by a member of the Corporation's legal or compliance department. This Power of Attorney and the power and authority granted to the Attorney hereunder shall automatically terminate, without any further action on the part of Advent or the Attorney, on December 31, 2016, unless otherwise terminated earlier by Advent at any time in its sole discretion. IN WITNESS WHEREOF, Advent has set its hand and seal this 20th day of May 2016. ADVENT INTERNATIONAL CORPORATION By: /s/ Andrew D. Dodge Andrew D. Dodge Title: Vice President