0001181431-14-016108.txt : 20140411 0001181431-14-016108.hdr.sgml : 20140411 20140411204951 ACCESSION NUMBER: 0001181431-14-016108 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140409 FILED AS OF DATE: 20140411 DATE AS OF CHANGE: 20140411 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMS Health Holdings, Inc. CENTRAL INDEX KEY: 0001595262 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 83 WOOSTER HEIGHTS ROAD CITY: DANBURY STATE: CT ZIP: 06810 BUSINESS PHONE: 203-448-4600 MAIL ADDRESS: STREET 1: 83 WOOSTER HEIGHTS ROAD CITY: DANBURY STATE: CT ZIP: 06810 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LGP MANAGEMENT INC CENTRAL INDEX KEY: 0001175525 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 14761231 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BLVD STREET 2: STE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEONARD GREEN PARTNERS LP CENTRAL INDEX KEY: 0001175523 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 14761232 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BLVD STREET 2: STE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 213-229-7512 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BLVD STREET 2: STE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Green V Holdings, LLC CENTRAL INDEX KEY: 0001449645 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 14761233 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-954-0444 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GEI Capital V, LLC CENTRAL INDEX KEY: 0001449640 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 14761234 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-954-0444 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Green Equity Investors Side V, L.P. CENTRAL INDEX KEY: 0001449643 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 14761235 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-954-0444 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LGP Iceberg Coinvest, LLC CENTRAL INDEX KEY: 0001604654 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 14761230 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BLVD., SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-954-0444 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BLVD., SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Green Equity Investors V, L.P. CENTRAL INDEX KEY: 0001449644 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36381 FILM NUMBER: 14761236 BUSINESS ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-954-0444 MAIL ADDRESS: STREET 1: 11111 SANTA MONICA BOULEVARD STREET 2: SUITE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 4 1 rrd407378.xml IMS IPO 3-27-14 X0306 4 2014-04-09 0 0001595262 IMS Health Holdings, Inc. IMS 0001449644 Green Equity Investors V, L.P. 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 0 0 0001449643 Green Equity Investors Side V, L.P. 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 0 0 0001449640 GEI Capital V, LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 0 0 0001449645 Green V Holdings, LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 0 0 0001175523 LEONARD GREEN PARTNERS LP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 0 0 0001175525 LGP MANAGEMENT INC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 0 0 0001604654 LGP Iceberg Coinvest, LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 0 0 Common Stock 2014-04-09 4 S 0 1881569 20 D 21028085 D Common Stock 2014-04-09 4 S 0 564426 20 D 6307919 D Common Stock 2014-04-09 4 S 0 17904 20 D 200096 D Represents shares of common stock of the Issuer ("Shares") sold by Green Equity Investors V, L.P. ("GEI V") in connection with the closing of the Issuer's initial public offering (the "IPO") and in connection with the exercise of an over-allotment option by the underwriters in the IPO. Represents Shares owned by GEI V (the "GEI V Shares"). These Shares are subject to a lock-up agreement and cannot be sold until September 30, 2014, unless such lock-up agreement is earlier waived or extended. GEI Capital V, LLC ("GEIC") is the general partner of GEI V and Green Equity Investors Side V, L.P. ("GEI Side V" and, together with GEI V, the "GEI Funds"). Green V Holdings, LLC ("Holdings") is a limited partner of the GEI Funds. Leonard Green & Partners, L.P. ("LGP") is the management company of the GEI Funds, the Manager of LGP Iceberg Coinvest, LLC ("LGP Ice"), and an affiliate of GEIC and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP. GEI Side V, as an affiliated entity of GEI V, LGP, as the management company of the GEI Funds and the Manager of LGP Ice, LGPM, as the general partner of LGP, GEIC, as the general partner of the GEI Funds, and Holdings, as a limited partner of the GEI Funds, directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owners of the Shares (in the case of GEI Side V, the GEI V Shares and the Ice Shares, in the case of GEI V, the GEI Side V Shares and the Ice Shares, and in the case of LGP Ice, the GEI V Shares and the GEI Side V Shares) owned by the GEI Funds or LGP Ice and, therefore, a "ten percent holder" hereunder. Each of GEI Side V, LGP Ice, GEIC, Holdings, LGP, and LGPM disclaims beneficial ownership of the Shares reported on this row, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owner of such securities for purposes of Section 16 or for any other purposes. Represents Shares sold by GEI Side V in connection with the closing of the IPO and in connection with the exercise of an over-allotment option by the underwriters in the Issuer's IPO. Represents Shares owned by GEI Side V (the "GEI Side V Shares"). These Shares are subject to a lock-up agreement and cannot be sold until September 30, 2014, unless such lock-up agreement is earlier waived or extended. Each of GEI V, LGP Ice, GEIC, Holdings, LGP, and LGPM disclaims beneficial ownership of the Shares reported on this row, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owner of such securities for purposes of Section 16 or for any other purposes. Represents Shares sold by LGP Ice in connection with the closing of the IPO and in connection with the exercise of an over-allotment option by the underwriters in the Issuer's IPO. Represents Shares owned by LGP Ice (the "Ice Shares"). These Shares are subject to a lock-up agreement and cannot be sold until September 30, 2014, unless such lock-up agreement is earlier waived or extended. Each of GEI V, GEI Side V, GEIC, Holdings, LGP, and LGPM disclaims beneficial ownership of the Shares reported on this row, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owner of such securities for purposes of Section 16 or for any other purposes. Mr. John G. Danhakl is a member of the board of directors of the Issuer, and he is also a limited partner of LGP, which is the management company of the GEI Funds, the Manager of LGP Ice, and an affiliate of GEIC and Holdings (the "LGP Entities"). Accordingly, Mr. Danhakl may be deemed to represent the interests of the LGP Entities on the board of directors of the Issuer, and accordingly, the LGP Entities may be deemed to be directors of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. /s/ Cody L. Franklin, as attorney-in-fact 2014-04-11 EX-24.TXT 2 rrd366760_415490.htm POWER OF ATTORNEY rrd366760_415490.html 
POWER OF ATTORNEY

              Know all by these presents, that each of the undersigned hereby constitutes and appoints each of Lance J.T. Schumacher and Cody L. Franklin, signing singly, as the undersigned's true and lawful attorney-in-fact to:

              (1)  execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director or beneficial owner of the shares of Common Stock of IMS Health Holdings, Inc. a Delaware corporation (the "Issuer"), the Statement on Schedule 13G (or Schedule 13D, if applicable), and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

              (2)  do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Statement on Schedule 13G (or Schedule 13D, if applicable) and Forms 3, 4, and 5 and all amendment(s) thereto and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

              (3)  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.

              Each of 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.  Each of the undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Issuer assuming, any of the undersigned's responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934, as amended.

              This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file a Statement on Schedule 13G or Schedule 13D and Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Issuer, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.


       IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to be executed as of this 11th day of April, 2014.


Green Equity Investors V, L.P.
By:  	GEI Capital V, LLC, its General Partner
By: 	/s/ Lance J.T. Schumacher
	Lance J.T. Schumacher
	Vice President - Tax




Green Equity Investors Side V, L.P.
By:  	GEI Capital V, LLC, its General Partner
By: 	/s/ Lance J.T. Schumacher
	Lance J.T. Schumacher
	Vice President - Tax

LGP Iceberg Coinvest, LLC
By:  	Leonard Green & Partners, L.P., its Manager
By: 	LGP Management, Inc., its General Partner
By: 	/s/ Lance J.T. Schumacher
	Lance J.T. Schumacher
       Vice President - Tax

GEI Capital V, LLC
By: 	/s/ Lance J.T. Schumacher
	Lance J.T. Schumacher
	Vice President - Tax

Green V Holdings, LLC
By: 	/s/ Lance J.T. Schumacher
	Lance J.T. Schumacher
	Vice President - Tax

Leonard Green & Partners, L.P.
By:  	LGP Management, Inc., its General Partner
By: 	/s/ Lance J.T. Schumacher
	Lance J.T. Schumacher
	Vice President - Tax

LGP Management, Inc.
By: 	/s/ Lance J.T. Schumacher
	Lance J.T. Schumacher
	Vice President - Tax







	2