0001140361-21-016851.txt : 20210511
0001140361-21-016851.hdr.sgml : 20210511
20210511171518
ACCESSION NUMBER: 0001140361-21-016851
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210506
FILED AS OF DATE: 20210511
DATE AS OF CHANGE: 20210511
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Musallam Ramzi M
CENTRAL INDEX KEY: 0001360891
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38395
FILM NUMBER: 21912442
MAIL ADDRESS:
STREET 1: C/O VERITAS CAPITAL
STREET 2: 590 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Veritas Capital Fund IV, L.P.
CENTRAL INDEX KEY: 0001469805
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38395
FILM NUMBER: 21912440
BUSINESS ADDRESS:
STREET 1: 590 MADISON AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 415-6700
MAIL ADDRESS:
STREET 1: 590 MADISON AVENUE
STREET 2: 41ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SI Organization Holdings LLC
CENTRAL INDEX KEY: 0001742035
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38395
FILM NUMBER: 21912439
BUSINESS ADDRESS:
STREET 1: C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
STREET 2: 9 WEST 57TH STREET, 29TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: (212) 415-6700
MAIL ADDRESS:
STREET 1: C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
STREET 2: 9 WEST 57TH STREET, 29TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Veritas Capital Partners IV, L.L.C.
CENTRAL INDEX KEY: 0001591823
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38395
FILM NUMBER: 21912441
BUSINESS ADDRESS:
STREET 1: C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
STREET 2: 590 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-415-6700
MAIL ADDRESS:
STREET 1: C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
STREET 2: 590 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Perspecta Inc.
CENTRAL INDEX KEY: 0001724670
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 823141520
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0402
BUSINESS ADDRESS:
STREET 1: 14295 PARK MEADOW DRIVE
CITY: CHANTILLY
STATE: VA
ZIP: 20151
BUSINESS PHONE: (571) 313-6000
MAIL ADDRESS:
STREET 1: 14295 PARK MEADOW DRIVE
CITY: CHANTILLY
STATE: VA
ZIP: 20151
FORMER COMPANY:
FORMER CONFORMED NAME: Ultra SC Inc.
DATE OF NAME CHANGE: 20171207
4
1
form4.xml
FORM 4
X0306
4
2021-05-06
true
0001724670
Perspecta Inc.
PRSP
0001360891
Musallam Ramzi M
C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
9 WEST 57TH STREET, 32ND FLOOR
NEW YORK
NY
10019
true
true
See Remarks
0001591823
Veritas Capital Partners IV, L.L.C.
C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
9 WEST 57TH STREET, 32ND FLOOR
NEW YORK
NY
10019
true
0001469805
Veritas Capital Fund IV, L.P.
C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
9 WEST 57TH STREET, 32ND FLOOR
NEW YORK
NY
10019
true
0001742035
SI Organization Holdings LLC
C/O VERITAS CAPITAL FUND MANAGEMENT, LLC
9 WEST 57TH STREET, 32ND FLOOR
NEW YORK
NY
10019
true
Common Stock
2021-05-06
4
J
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23273341
D
100
I
See footnotes
Pursuant to that certain Agreement and Plan of Merger, dated as of January 27, 2021 (the "Merger Agreement"), by and among the Issuer, Jaguar ParentCo Inc., a Delaware corporation ("Parent"), and Jaguar Merger Sub Inc., a Nevada corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation of the Merger as a wholly owned subsidiary of Parent (the "Surviving Corporation"). As a result of the Merger, Parent directly holds 100 shares of common stock, par value $0.01 per share, of the Issuer (the "Shares), as the Surviving Corporation, and Ramzi M. Musallam may be deemed to beneficially own such Shares.
Consists of the Shares described in Footnote 1.
Prior to the consummation of the Merger, (a) KGS Holding LLC, a Delaware limited liability company ("KGS LLC"), was the direct beneficial owner of the reported 4,396,097 shares of Common Stock of the Issuer (the "Fund III Shares") and (b) The SI Organization Holdings LLC, a Delaware limited liability company ("The SI LLC"), was the direct beneficial owner of the reported 18,877,244 shares of Common Stock of the Issuer (the "Fund IV Shares"). The Veritas Capital Partners IV, L.P., a Delaware limited partnership ("Fund IV"), Veritas Capital Partners IV, L.L.C., a Delaware limited liability company ("Fund IV LLC", and together with The SI LLC and Fund IV, the "Veritas Reporting Persons"), and Ramzi M. Musallam (together with the Veritas Reporting Persons, the "Reporting Persons") may be deemed to have been indirect beneficial owners of such reported Fund IV Shares, and Ramzi M. Musallam may be deemed to have been an indirectly bencial owner of such reported Fund III Shares.
As a result of the Merger, the Fund III Shares and the Fund IV Shares were cancelled and converted into the right to receive $29.35 in cash per share of Common Stock of the Issuer, subject to applicable withholding.
Each of the Reporting Persons disclaims beneficial ownership (as defined in Rule 16a-1(a)(2)) of the securities reported herein except to the extent of its pecuniary interest therein.
In connection with the consummation of the Merger, Ramzi M. Musallam resigned as a director of the Issuer.
THE SI ORGANIZATION HOLDINGS LLC
By: The Veritas Capital Fund IV, L.P., acting as the Majority of Members
By: /s/ Ramzi M. Musallam
Name: Ramzi M. Musallam
Title: Authorized Signatory
2021-05-11
THE VERITAS CAPITAL FUND IV, L.P.
By: Veritas Capital Partners IV, L.L.C., its General Partner
By: /s/ Ramzi M. Musallam
Name: Ramzi M. Musallam
Title: Managing Partner
2021-05-11
VERITAS CAPITAL PARTNERS IV, L.L.C.
By: /s/ Ramzi M. Musallam
Name: Ramzi M. Musallam
Title: Managing Partner
2021-05-11
/s/ Ramzi M. Musallam
2021-05-11