-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LM0ZHQRlLqUj7E89uv536lYmpehelCY0RCZtnzkG1FV0nrPX7pCeM66IR+Nh/DEt CGSRNH41MVM4IPwekoDRHw== 0000899140-08-001232.txt : 20080527 0000899140-08-001232.hdr.sgml : 20080526 20080527172707 ACCESSION NUMBER: 0000899140-08-001232 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080522 FILED AS OF DATE: 20080527 DATE AS OF CHANGE: 20080527 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Polypore International, Inc. CENTRAL INDEX KEY: 0001292556 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS CHEMICAL PRODUCTS [2890] IRS NUMBER: 432049334 FISCAL YEAR END: 1231 BUSINESS ADDRESS: BUSINESS PHONE: (704) 588-5310 MAIL ADDRESS: STREET 1: 11430 N. COMMUNITY ROAD, SUITE 350 CITY: CHARLOTTE STATE: NC ZIP: 28277 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kruse Kevin CENTRAL INDEX KEY: 0001300010 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32266 FILM NUMBER: 08861598 BUSINESS ADDRESS: BUSINESS PHONE: (704) 588-5310 MAIL ADDRESS: STREET 1: C/O POLYPORE INTERNATIONAL, INC. STREET 2: 11430 N. COMMUNITY HOUSE ROAD, SUITE 350 CITY: CHARLOTTE STATE: NC ZIP: 28277 4 1 kruse_ppo4-52708ex.xml X0202 4 2008-05-22 0 0001292556 Polypore International, Inc. PPO 0001300010 Kruse Kevin C/O POLYPORE INTERNATIONAL, INC. 11430 N. COMMUNITY HOUSE ROAD, SUITE 350 CHARLOTTE NC 28277 1 0 0 0 Common Stock 2008-05-22 4 J 0 10442132 0 D 14864796 I See footnote Common Stock 2008-05-22 4 J 0 10319550 0 A 25184346 I See footnote Pro rata distribution from PP Holding, LLC, of which Warburg Pincus Private Equity VIII, L.P. and Warburg Pincus International Partners, L.P. are the two managing members. See Exhibit 99.1. See Exhibit 99.1. Exhibit List: Exhibit 99.1 - Explanation of Responses /s/ Kevin Kruse 2008-05-27 EX-99 2 k052708.txt 99.1 - EXPLANATION OF RESPONSES Exhibit 99.1 Explanation of Responses (2) Kevin Kruse's beneficial ownership is based on the direct and indirect beneficial ownership of these shares by Warburg Pincus Private Equity VIII, L.P. ("WPVIII") and Warburg Pincus International Partners, L.P. ("WPIP"). Prior to the LLC Distribution (as defined below), as reported by this Form 4, (i) WPVIII was the direct record owner of 2,211,332 shares of Polypore International, Inc. Common Stock ("Common Stock") and WPIP was the direct record owner of 2,211,332 shares of Common Stock and (ii) by virtue of their position as the two managing members of PP Holding, LLC, WPVIII and WPIP may each have been deemed to be the beneficial owner of an additional 20,884,264 shares of Common Stock. On May 22, 2008, PP Holding, LLC distributed an aggregate of 10,442,132 shares of Common Stock to its members (the "LLC Distribution"), including 5,159,775 shares of Common Stock to each of WPVIII and WPIP as well as an aggregate of 122,582 shares of Common Stock to the remaining members, which distribution was made on a pro rata basis with no consideration being paid to PP Holding, LLC in connection therewith. Following the LLC Distribution, WPVIII and WPIP are each direct record holders of 7,371,107 shares of Common Stock and may each be deemed to be the beneficial owner of an additional 10,442,132 shares of Common Stock of which PP Holding, LLC is the direct record holder. Mr. Kruse is a general partner of Warburg, Pincus & Co., which is the manager of Warburg Pincus Partners LLC, which is the general partner of WPVIII and WPIP. Mr. Kruse is also a managing director and member of Warburg Pincus LLC, which is the manager of WPVIII and WPIP. As such, Mr. Kruse may be deemed to have an indirect pecuniary interest (within Rule 16a-1 of the Exchange Act) in an indeterminate portion of these shares beneficially owned by WPVIII and WPIP. Mr. Kruse disclaims beneficial ownership of such shares except to the extent of any indirect pecuniary interest therein. Mr. Kruse does not directly own any shares of common stock. -----END PRIVACY-ENHANCED MESSAGE-----