0000899243-19-028964.txt : 20191211 0000899243-19-028964.hdr.sgml : 20191211 20191211184559 ACCESSION NUMBER: 0000899243-19-028964 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191209 FILED AS OF DATE: 20191211 DATE AS OF CHANGE: 20191211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOMBALAGIAN VAHE A CENTRAL INDEX KEY: 0001246235 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38504 FILM NUMBER: 191280678 MAIL ADDRESS: STREET 1: THREE FIRST NATIONAL PLAZA STE 3800 CITY: CHICAGO STATE: IL ZIP: 60602 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EVO Payments, Inc. CENTRAL INDEX KEY: 0001704596 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: TEN GLENLAKE PARKWAY STREET 2: SOUTH TOWER, SUITE 950 CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 5164799000 MAIL ADDRESS: STREET 1: TEN GLENLAKE PARKWAY STREET 2: SOUTH TOWER, SUITE 950 CITY: ATLANTA STATE: GA ZIP: 30328 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-12-09 0 0001704596 EVO Payments, Inc. EVOP 0001246235 DOMBALAGIAN VAHE A C/O MADISON DEARBORN PARTNERS, LLC 70 W. MADISON STREET, SUITE 4600 CHICAGO IL 60602 1 0 1 0 Class D Common Stock, par value $0.0001 per share 2019-12-09 4 D 0 3313188 D 302344 I See Footnotes Class D Common Stock, par value $0.0001 per share 2019-12-09 4 D 0 34144 D 3113 I See Footnotes Class D Common Stock, par value $0.0001 per share 2019-12-09 4 J 0 652668 D 59554 I See Footnotes Class D Common Stock, par value $0.0001 per share 2019-12-09 4 D 0 652668 D 0 I See Footnotes Class D Common Stock, par value $0.0001 per share 652500 I See Footnotes Class D Common Stock, par value $0.0001 per share 3346467 I See Footnotes Units of EVO Investco, LLC 2019-12-09 4 D 0 3313188 27.355 D Class A Common Stock, $0.0001 par value 3313188 302344 I See Footnotes Units of EVO Investco, LLC 2019-12-09 4 D 0 34144 27.355 D Class A Common Stock, $0.0001 par value 34144 3113 I See Footnotes Units of EVO Investco, LLC 2019-12-09 4 J 0 652668 D Class A Common Stock, $0.0001 par value 652668 59554 I See Footnotes Units of EVO Investco, LLC 2019-12-09 4 D 0 652668 27.355 D Class A Common Stock, $0.0001 par value 652668 0 I See Footnotes Units of EVO Investco, LLC Class A Common Stock, $0.0001 par value 3346467 3346467 I See Footnotes Reflects the cancellation for no consideration of Class D Common Stock in connection with the sale and transfer of a corresponding number of units of EVO Investco, LLC ("EVO LLC") to EVO Payments, Inc. (the "Issuer"), pursuant to an Exchange Agreement among the Issuer and certain of the reporting persons (the "Exchange Agreement"). Reflects the pro rata distribution for no consideration of these securities by MDCP VI-C Cardservices Splitter, L.P. ("Splitter") to MDCP VI-C Cardservices Blocker Corp. ("Blocker"). These securities are held of record by Madison Dearborn Capital Partners VI-B, L.P. ("MDCP VI-B"). These securities are held of record by Madison Dearborn Capital Partners VI Executive-B, L.P. ("MDCP Exec VI-B"). These securities are held of record by Splitter. Following the disposition of these securities to the Issuer, Blocker does not own any securities of record but is the indirect beneficial owner of the securities owned of record by Splitter as described in Footnote (12). These securities are held of record by Madison Dearborn Capital Partners VI-C, L.P. ("MDCP VI-C"). These securities are held of record by MDCP Cardservices, LLC ("MDCP Cardservices"). Units of EVO LLC are exchangeable, together with an equal number of shares of Class D common stock of the Issuer, on a one-for-one basis for shares of Class A common stock of the Issuer pursuant to the Exchange Agreement. Reflects the sale of units of EVO LLC to the Issuer pursuant to the Exchange Agreement and in accordance with the Registration Rights Agreement among the Issuer and the stockholders party thereto, including the reporting persons. Reflects the transfer of units by Blocker to the Issuer upon the Issuer's exercise of a related call option purchased from MDCP VI-C, for an aggregate price of $27.355, representing the price per unit of the call option and the exercise price thereunder. MDCP VI-B may be deemed to share beneficial ownership of the securities held by MDCP Cardservices, as its controlling member. Madison Dearborn Partners VI-B, L.P. ("MDP VI-B") may be deemed to share beneficial ownership of the securities held by MDCP VI-B, MDCP Exec VI-B and Splitter, as each of their general partners. MDCP VI-C may be deemed to share beneficial ownership of the securities held by Splitter to the extent of its pecuniary interest therein by virtue of the rights granted with respect to the disposition of such securities under the Exchange Agreement and the call option issued by Blocker. Blocker may be deemed to share beneficial ownership of the securities held by Splitter to the extent of its pecuniary interest therein by virtue of the rights granted with respect to the disposition of such securities under the call option. (Continued from Footnote (12)) Madison Dearborn Partners VI-A&C, L.P. ("MDP VI-A&C"), as the general partner of MDCP VI-C, may be deemed the beneficial owner of the securities beneficially owned by MDCP VI-C. Madison Dearborn Partners, LLC ("MDP LLC"), as the general partner of each of MDP VI-B and MDP VI-A&C may be deemed to share beneficial ownership of the reported securities. As the sole members of the limited partner committees of MDP VI-B and MDP VI-A&C, which have the power, acting by unanimous vote, to vote or dispose of the securities beneficially owned by MDP VI-B and MDP VI-A&C, respectively, Paul J. Finnegan and Samuel M. Mencoff may be deemed to have shared voting and investment power over such securities. Mr. Vahe A. Dombalagian is a Managing Director of MDP LLC and maybe deemed to share beneficial ownership of the reported securities. Mr. Dombalagian disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The record and other beneficial owners of the reported securities have separately filed Form 4's reporting these transactions. /s/ Annie S. Terry as Attorney-in-Fact 2019-12-11