0001104659-12-009704.txt : 20120214 0001104659-12-009704.hdr.sgml : 20120214 20120214153520 ACCESSION NUMBER: 0001104659-12-009704 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20120214 DATE AS OF CHANGE: 20120214 GROUP MEMBERS: ALEX MURRAY GROUP MEMBERS: BRUCE & AIDA WEINSTEIN FAMILY TRUST GROUP MEMBERS: BRUCE WEINSTEIN GROUP MEMBERS: CARLYLE PARTNERS IV L.P. GROUP MEMBERS: CHAD WALLACE GROUP MEMBERS: DANA WILKIN GROUP MEMBERS: DAVID L. SQUIER GROUP MEMBERS: FALCON AEROSPACE HOLDINGS, LLC GROUP MEMBERS: FRANK DERASMO GROUP MEMBERS: GEORGE & LISA HESS TRUST DATED OCTOBER 1, 2003 GROUP MEMBERS: GEORGE HESS GROUP MEMBERS: GREGORY DIETZ GROUP MEMBERS: HAL WEINSTEIN GROUP MEMBERS: HAN SUN CHO GROUP MEMBERS: JAMES E. GRASON GROUP MEMBERS: JOHN CHALARIS GROUP MEMBERS: JOHN P. JUMPER GROUP MEMBERS: JOHN SEGOVIA GROUP MEMBERS: JOSHUA JACK SNYDER EXEMPT TRUST U/T RANDY SNYDER 2005 GRANTO GROUP MEMBERS: JOSHUA JACK SNYDER EXEMPT TRUST U/T SUSAN SNYDER 2005 GRANTO GROUP MEMBERS: JUSTIN HENRY SNYDER EXEMPT TRUST U/T RANDY SNYDER 2005 GRANT GROUP MEMBERS: JUSTIN HENRY SNYDER EXEMPT TRUST U/T SUSAN SNYDER 2005 GRANT GROUP MEMBERS: LEE LIVING TRUST GROUP MEMBERS: MARK KUNTZ GROUP MEMBERS: MICHAEL BATTENFIELD GROUP MEMBERS: MICHAEL W. ALLEN GROUP MEMBERS: MORRIS BENOUN GROUP MEMBERS: PAUL E. FULCHINO GROUP MEMBERS: RANDY J. SNYDER GROUP MEMBERS: RANDY SNYDER 2009 EXTENDED FAMILY TRUST GROUP MEMBERS: ROBERT D. PAULSON GROUP MEMBERS: SHERYL KNIGHTS GROUP MEMBERS: SHIRLEY WARNER GROUP MEMBERS: STEPHEN GOLD GROUP MEMBERS: SUSAN SNYDER 2009 EXTENDED FAMILY TRUST GROUP MEMBERS: TC GROUP IV MANAGING GP, L.L.C. GROUP MEMBERS: TC GROUP IV, L.P. GROUP MEMBERS: TC GROUP, L.L.C. GROUP MEMBERS: TODD IAN SNYDER EXEMPT TRUST U/T RANDY SNYDER 2005 GRANTOR T GROUP MEMBERS: TODD IAN SNYDER EXEMPT TRUST U/T SUSAN SNYDER 2005 GRANTOR T GROUP MEMBERS: TOMMY LEE GROUP MEMBERS: VICTORIA J. CONNER GROUP MEMBERS: WRIGHT FAMILY TRUST DATED AUGUST 29, 2003 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TCG HOLDINGS LLC CENTRAL INDEX KEY: 0001022596 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O CARLYLE GROUP STREET 2: 1001 PENNSYLVANIA AVE., NW, STE. 220 S CITY: WASHINGTON STATE: DC ZIP: 20004-2505 BUSINESS PHONE: 2023472626 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Wesco Aircraft Holdings, Inc CENTRAL INDEX KEY: 0001378718 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-HARDWARE [5072] IRS NUMBER: 205441563 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86472 FILM NUMBER: 12608892 BUSINESS ADDRESS: STREET 1: 27727 AVENUE SCOTT CITY: VALENCIA STATE: CA ZIP: 91355 BUSINESS PHONE: 661-775-7200 MAIL ADDRESS: STREET 1: 27727 AVENUE SCOTT CITY: VALENCIA STATE: CA ZIP: 91355 FORMER COMPANY: FORMER CONFORMED NAME: Wesco Holdings Inc DATE OF NAME CHANGE: 20061019 SC 13G 1 a12-4581_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.    )

 

WESCO AIRCRAFT HOLDINGS, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

950814103

(CUSIP Number)

December 31, 2011

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
TCG Holdings, L.L.C.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
53,480,184

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
53,480,184

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
53,480,184

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
62.4%

 

 

12

Type of Reporting Person
OO (Limited Liability Company)

 

1



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
TC Group, L.L.C.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
53,480,184

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
53,480,184

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
53,480,184

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
62.4%

 

 

12

Type of Reporting Person
OO (Limited Liability Company)

 

2



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
TC Group IV Managing GP, L.L.C.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
53,480,184

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
53,480,184

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
53,480,184

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
62.4%

 

 

12

Type of Reporting Person
OO (Limited Liability Company)

 

3



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
TC Group IV, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
53,480,184

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
53,480,184

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
53,480,184

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
62.4%

 

 

12

Type of Reporting Person
PN

 

4



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Carlyle Partners IV L.P.

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
53,480,184

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
53,480,184

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
53,480,184

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
62.4%

 

 

12

Type of Reporting Person
PN

 

5



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Falcon Aerospace Holdings, LLC

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
53,480,184

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
53,480,184

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
53,480,184

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
62.4%

 

 

12

Type of Reporting Person
OO (Limited Liability Company)

 

6



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Michael W. Allen

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
171,734

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
171,734

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
171,734

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.2%

 

 

12

Type of Reporting Person
IN

 

7



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Michael Battenfield

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
45,030

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
45,030

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
45,030

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

8



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Morris Benoun

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
68,252

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
68,252

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
68,252

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

9



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
John Chalaris

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
300,045

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
300,045

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
300,045

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.3%

 

 

12

Type of Reporting Person
IN

 

10



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Han Sun Cho

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
106,753

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
106,753

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
106,753

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

11



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Victoria J. Conner

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
14,058

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
14,058

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
14,058

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
IN

 

12



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Frank Derasmo

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
172,874

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
172,874

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
172,874

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.2%

 

 

12

Type of Reporting Person
IN

 

13



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Gregory Dietz

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
59,954

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
59,954

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
59,954

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

14



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Paul E. Fulchino

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
76,403

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
76,403

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
76,403

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

15



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Stephen Gold

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
5,106

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
5,106

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
5,106

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
IN

 

16



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
James E. Grason

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
3,879

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
3,879

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,879

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
IN

 

17



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
George Hess

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
295,083

 

6

Shared Voting Power
42,873

 

7

Sole Dispositive Power
295,083

 

8

Shared Dispositive Power
42,873

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
337,956

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.4%

 

 

12

Type of Reporting Person
IN

 

18



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
George and Lisa Hess Trust dated October 1, 2003

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
42,873

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
42,873

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
42,873

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
OO (Trust)

 

19



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
John P. Jumper

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
45,134

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
45,134

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
45,134

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

20



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Sheryl Knights

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
125,907

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
125,907

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
125,907

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

21



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Mark Kuntz

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
156,950

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
156,950

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
156,950

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.2%

 

 

12

Type of Reporting Person
IN

 

22



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Tommy Lee

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
298,683

 

6

Shared Voting Power
3,224

 

7

Sole Dispositive Power
298,683

 

8

Shared Dispositive Power
3,224

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
301,907

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.4%

 

 

12

Type of Reporting Person
IN

 

23



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Lee Living Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
3,224

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
3,224

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,224

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
OO (Trust)

 

24



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Alex Murray

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United Kingdom

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
405,529

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
405,529

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
405,529

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.5%

 

 

12

Type of Reporting Person
IN

 

25



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Robert D. Paulson

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
57,457

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
57,457

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
57,457

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

26



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
John Segovia

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
52,992

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
52,992

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
52,992

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

27



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Randy J. Snyder

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,989,711

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,989,711

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,989,711

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
2.3%

 

 

12

Type of Reporting Person
IN

 

28



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Joshua Jack Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,278,046

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,278,046

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,278,046

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.5%

 

 

12

Type of Reporting Person
OO (Trust)

 

29



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Joshua Jack Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,278,046

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,278,046

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,278,046

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.5%

 

 

12

Type of Reporting Person
OO (Trust)

 

30



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Justin Henry Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,278,046

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,278,046

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,278,046

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.5%

 

 

12

Type of Reporting Person
OO (Trust)

 

31



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Justin Henry Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,278,046

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,278,046

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,278,046

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.5%

 

 

12

Type of Reporting Person
OO (Trust)

 

32



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Randy Snyder 2009 Extended Family Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,425,448

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,425,448

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,448

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.7%

 

 

12

Type of Reporting Person
OO (Trust)

 

33



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Susan Snyder 2009 Extended Family Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,425,449

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,425,449

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,449

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.7%

 

 

12

Type of Reporting Person
OO (Trust)

 

34



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Todd Ian Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,278,046

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,278,046

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,278,046

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.5%

 

 

12

Type of Reporting Person
OO (Trust)

 

35



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Todd Ian Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,278,046

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,278,046

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,278,046

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.5%

 

 

12

Type of Reporting Person
OO (Trust)

 

36



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
David L. Squier

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
62,489

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
62,489

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
62,489

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

37



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Chad Wallace

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
51,628

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
51,628

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
51,628

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.1%

 

 

12

Type of Reporting Person
IN

 

38



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Shirley Warner

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
172,788

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
172,788

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
172,788

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.2%

 

 

12

Type of Reporting Person
IN

 

39



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Bruce Weinstein

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
70,200

 

6

Shared Voting Power
1,873

 

7

Sole Dispositive Power
70,200

 

8

Shared Dispositive Power
1,873

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
72,073

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
IN

 

40



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Bruce and Aida Weinstein Family Trust

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,873

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,873

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,873

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
OO (Trust)

 

41



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Hal Weinstein

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
901,000

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
901,000

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
901,000

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
1.0%

 

 

12

Type of Reporting Person
IN

 

42



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Dana Wilkin

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
154,967

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
154,967

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
154,967

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.2%

 

 

12

Type of Reporting Person
IN

 

43



 

SCHEDULE 13G

 

CUSIP No. 950814103

 

 

1

Names of Reporting Persons
Wright Family Trust dated August 29, 2003

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

o

 

 

(b)

x

 

 

3

SEC Use Only

 

 

4

Citizen or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
2,155

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
2,155

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
2,155

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable

 

 

11

Percent of Class Represented by Amount in Row 9
0.0%

 

 

12

Type of Reporting Person
OO (Trust)

 

44



 

SCHEDULE 13G

 

Item 1.

(a)

Name of Issuer:
Wesco Aircraft Holdings, Inc. (the “Issuer”)

 

(b)

Address of Issuer’s Principal Executive Offices:
27727 Avenue Scott

Valencia, CA 91355

 

Item 2.

(a)

Name of Person Filing:

Each of the following is hereinafter individually referred to as a “Carlyle Reporting Person” and collectively as the “Carlyle Reporting Persons.”  This statement is filed on behalf of:

 

TCG Holdings, LLC

TC Group, L.L.C.

TC Group IV Managing GP, L.L.C.

TC Group IV, L.P.

Carlyle Partners IV, L.P.

Falcon Aerospace Holdings, LLC

 

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.”  This statement is also filed on behalf of:

 

Michael W. Allen

Michael Battenfield

Morris Benoun

John Chalaris

Han Sun Cho

Victoria J. Conner

Frank Derasmo

Gregory Dietz

Paul E. Fulchino

Stephen Gold

James E. Grason

George Hess

George and Lisa Hess Trust dated October 1, 2003

John P. Jumper

Sheryl Knights

Mark Kuntz

Tommy Lee

Lee Living Trust

Alex Murray

 

45



 

SCHEDULE 13G

 

 

 

Robert D. Paulson

John Segovia

Randy J. Snyder

Joshua Jack Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust

Joshua Jack Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust

Justin Henry Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust

Justin Henry Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust

Randy Snyder 2009 Extended Family Trust

Susan Snyder 2009 Extended Family Trust

Todd Ian Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust

Todd Ian Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust

David L. Squier

Chad Wallace

Shirley Warner

Bruce Weinstein

Bruce and Aida Weinstein Family Trust

Hal Weinstein

Dana Wilkin

Wright Family Trust dated August 29, 2003

 

(b)

Address or Principal Business Office:

The address for each of the Carlyle Reporting Persons is c/o The Carlyle Group, 1001 Pennsylvania Ave. NW, Suite 220 South, Washington, D.C. 20004-2505.

 

The address for each of the Reporting Persons is c/o Wesco Aircraft Holdings, Inc., 27727 Avenue Scott, Valencia, CA 91355.

 

(c)

Citizenship of each Reporting Person is:

Each of the Carlyle Reporting Persons is organized in the state of Delaware.

 

Each of the Reporting Persons is a citizen of the United States of America, except the George and Lisa Hess Trust dated October 1, 2003, the Lee Living Trust, the Joshua Jack Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust, the Joshua Jack Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust, the Justin Henry Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust, the Justin Henry Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust, the Randy Snyder 2009 Extended Family Trust, the Susan Snyder 2009 Extended Family Trust, the Todd Ian Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust, the Todd Ian Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust, the Bruce and Aida Weinstein Family Trust and the Wright Family Trust dated August 29, 2003, which are trusts organized in the State of California, and Alex Murray, who is a citizen of the United Kingdom.

 

46



 

SCHEDULE 13G

 

 

(d)

Title of Class of Securities:

Common Stock, par value $0.001 (“Common Stock”)

 

(e)

CUSIP Number:

950814103

 

Item 3.

 

 

Not applicable.

 

 

Item 4.

Ownership

Ownership (a-c)

The ownership information presented below represents beneficial ownership of Common Stock as of December 31, 2011, based upon 85,752,087 shares of Common Stock outstanding as of February 6, 2012.

 

Reporting Person

 

Amount
beneficially
owned

 

Percent
of class:

 

Sole
power
to vote or
direct the
vote:

 

Shared
power to
vote or to
direct the
vote:

 

Sole
power to
dispose or
to direct
the
disposition

of:

 

Shared
power to
dispose or
to direct
the
disposition
of:

 

TCG Holdings, L.L.C. (1) (2)

 

53,480,184

 

62.4

%

0

 

53,480,184

 

0

 

53,480,184

 

TC Group, L.L.C. (1) (2)

 

53,480,184

 

62.4

%

0

 

53,480,184

 

0

 

53,480,184

 

TC Group IV Managing GP, L.L.C. (1) (2)

 

53,480,184

 

62.4

%

0

 

53,480,184

 

0

 

53,480,184

 

TC Group IV, L.P. (1) (2)

 

53,480,184

 

62.4

%

0

 

53,480,184

 

0

 

53,480,184

 

Carlyle Partners IV, L.P. (1) (2)

 

53,480,184

 

62.4

%

0

 

53,480,184

 

0

 

53,480,184

 

Falcon Aerospace Holdings, LLC (1) (2)

 

53,480,184

 

62.4

%

0

 

53,480,184

 

0

 

53,480,184

 

Michael W. Allen

 

171,734

 

0.2

%

171,734

 

0

 

171,734

 

0

 

Michael Battenfield

 

45,030

 

0.1

%

45,030

 

0

 

45,030

 

0

 

Morris Benoun

 

68,252

 

0.1

%

68,252

 

0

 

68,252

 

0

 

John Chalaris

 

300,045

 

0.3

%

300,045

 

0

 

300,045

 

0

 

Han Sun Cho

 

106,753

 

0.1

%

106,753

 

0

 

106,753

 

0

 

Victoria J. Conner

 

14,058

 

0.0

%

14,058

 

0

 

14,058

 

0

 

Frank Derasmo

 

172,874

 

0.2

%

172,874

 

0

 

172,874

 

0

 

Gregory Dietz

 

59,954

 

0.1

%

59,954

 

0

 

59,954

 

0

 

Paul E. Fulchino (3)

 

76,403

 

0.1

%

76,403

 

0

 

76,403

 

0

 

Stephen Gold

 

5,106

 

0.0

%

5,106

 

0

 

5,106

 

0

 

James E. Grason

 

3,879

 

0.0

%

3,879

 

0

 

3,879

 

0

 

George Hess

 

337,956

 

0.4

%

295,083

 

42,873

 

295,083

 

42,873

 

George and Lisa Hess Trust dated October 1, 2003

 

42,873

 

0.0

%

42,873

 

0

 

42,873

 

0

 

John P. Jumper (4)

 

45,134

 

0.1

%

45,134

 

0

 

45,134

 

0

 

Sheryl Knights

 

125,907

 

0.1

%

125,907

 

0

 

125,907

 

0

 

Mark Kuntz

 

156,950

 

0.2

%

156,950

 

0

 

156,950

 

0

 

 

47



 

SCHEDULE 13G

 

Tommy Lee (5)

 

301,907

 

0.4

%

298,683

 

3,224

 

298,683

 

3,224

 

Lee Living Trust (5)

 

3,224

 

0.0

%

3,224

 

0

 

3,224

 

0

 

Alex Murray (6)

 

405,529

 

0.5

%

405,529

 

0

 

405,529

 

0

 

Robert D. Paulson (7)

 

57,457

 

0.1

%

57,457

 

0

 

57,457

 

0

 

John Segovia

 

52,992

 

0.1

%

52,992

 

0

 

52,992

 

0

 

Randy J. Snyder (2) (8)

 

1,989,711

 

2.3

%

1,989,711

 

0

 

1,989,711

 

0

 

Joshua Jack Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust (2) (9)

 

1,278,046

 

1.5

%

1,278,046

 

0

 

1,278,046

 

0

 

Joshua Jack Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust (2) (9)

 

1,278,046

 

1.5

%

1,278,046

 

0

 

1,278,046

 

0

 

Justin Henry Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust (2) (9)

 

1,278,046

 

1.5

%

1,278,046

 

0

 

1,278,046

 

0

 

Justin Henry Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust (2) (9)

 

1,278,046

 

1.5

%

1,278,046

 

0

 

1,278,046

 

0

 

Randy Snyder 2009 Extended Family Trust (2) (9)

 

1,425,448

 

1.7

%

1,425,448

 

0

 

1,425,448

 

0

 

Susan Snyder 2009 Extended Family Trust (2) (9)

 

1,425,449

 

1.7

%

1,425,449

 

0

 

1,425,449

 

0

 

Todd Ian Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust (2) (9)

 

1,278,046

 

1.5

%

1,278,046

 

0

 

1,278,046

 

0

 

Todd Ian Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust (2) (9)

 

1,278,046

 

1.5

%

1,278,046

 

0

 

1,278,046

 

0

 

David L. Squier (10)

 

62,489

 

0.1

%

62,489

 

0

 

62,489

 

0

 

Chad Wallace

 

51,628

 

0.1

%

51,628

 

0

 

51,628

 

0

 

Shirley Warner

 

172,788

 

0.2

%

172,788

 

0

 

172,788

 

0

 

Bruce Weinstein (11)

 

72,073

 

0.1

%

70,200

 

1,873

 

70,200

 

1,873

 

Bruce and Aida Weinstein Family Trust

 

1,873

 

0.0

%

1,873

 

0

 

1,873

 

0

 

Hal Weinstein

 

901,000

 

1.0

%

901,000

 

0

 

901,000

 

0

 

Dana Wilkin

 

154,967

 

0.2

%

154,967

 

0

 

154,967

 

0

 

Wright Family Trust dated August 29, 2003

 

2,155

 

0.0

%

2,155

 

0

 

2,155

 

0

 

 


(1)                                  Falcon Aerospace Holdings, LLC. is the record holder of 53,480,184 shares of common stock. Carlyle Partners IV, L.P. is the managing member of Falcon Aerospace Holdings, LLC. TC Group IV, L.P. is the general partner of Carlyle Partners IV, L.P. TC Group IV Managing GP, L.L.C. is the general partner of TC Group IV, L.P. TC Group, L.L.C. is the managing member of TC Group IV Managing GP, L.L.C. TCG Holdings, L.L.C. is the managing member of TC Group, L.L.C. Accordingly, Carlyle Partners IV, L.P., TC Group IV, L.P., TC Group IV Managing GP, L.L.C., TC Group, L.L.C. and TCG Holdings, L.L.C. each may be deemed to share beneficial ownership of the common stock owned of record by Falcon Aerospace Holdings, LLC.

 

TCG Holdings, L.L.C. is managed by a three person managing board, and all board action relating to the voting or disposition of these shares requires approval of a majority of the board. William E. Conway, Jr., Daniel A. D’Aniello and David M. Rubenstein are managing members of TCG Holdings, L.L.C. and, in such capacity, may be deemed to

 

48



 

SCHEDULE 13G

 

share beneficial ownership of the shares of common stock beneficially owned by TCG Holdings, L.L.C. Such individuals expressly disclaim any such beneficial ownership.

 

(2)                                  Pursuant to an escrow agreement between Carlyle and Randy Snyder, the consent of Carlyle is required prior to the disposition of shares held by certain affiliates of Randy Snyder, including the Randy Snyder 2009 Extended Family Trust, Susan Snyder 2009 Extended Family Trust, Justin Henry Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust, Justin Henry Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust, Joshua Jack Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust, Joshua Jack Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust, Todd Ian Snyder Exempt Trust U/T Randy Snyder 2005 Grantor Trust and the Todd Ian Snyder Exempt Trust U/T Susan Snyder 2005 Grantor Trust, which are collectively referred to as the Snyder Trusts. Carlyle disclaims beneficial ownership of the shares held by the Snyder Trusts.

 

(3)                                  Includes 71,183 shares of Common Stock beneficially owned by Mr. Fulchino and the right to acquire up to 5,220 additional shares of Common Stock pursuant to options.

 

(4)                                  Includes 39,914 shares of Common Stock beneficially owned by Mr. Jumper and the right to acquire up to 5,220 additional shares of Common Stock pursuant to options.

 

(5)           Includes 3,223 shares of Common Stock beneficially owned by Mr. Lee, who serves as trustee of the Lee Living Trust. Mr. Lee has sole voting power and dispositive power over the shares held by the Lee Living Trust. Also consists of 3,600 shares of Common Stock beneficially owned by Mr. Lee and the right to acquire up to 295,083 shares of Common Stock pursuant to options.

 

(6)           Includes 12,085 shares of Common Stock beneficially owned by Mr. Murray and the right to acquire up to 393,444 additional shares of Common Stock pursuant to options.

 

(7)           Includes 52,237 shares of Common Stock beneficially owned by Mr. Paulson and the right to acquire up to 5,220 additional shares of Common Stock pursuant to options.

 

(8)           Includes 22,500 shares of Common Stock beneficially owned by Mr. Snyder and the right to acquire up to 1,967,211 shares of Common Stock pursuant to options.

 

(9)           Controlled by U.S. Trust Company of Delaware, as trustee.  Michael Neri, as Senior Vice President of U.S. Trust Company of Delaware, has sole voting and dispositive power over the shares held by the trust.

 

(10)         Includes 55,964 shares of Common Stock beneficially owned by Mr. Squier and the right to acquire up to 6,525 additional shares of Common Stock pursuant to options.

 

(11)         Includes 9,000 shares of Common Stock beneficially owned by Mr. Weinstein and the right to acquire up to 892,000 shares of Common Stock pursuant to options.

 

49



 

SCHEDULE 13G

 

Item 5.

Ownership of Five Percent or Less of a Class

 

Not applicable.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

 

Not applicable

 

Item 8.

Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9.

Notice of Dissolution of Group

 

Not applicable.

 

50



 

SCHEDULE 13G

 

Item 10.

Certification

 

Not applicable.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date:                    February 14, 2012

 

 

 

 

TCG Holdings, L.L.C.

 

 

 

 

 

by:

/s/ Jeremy W. Anderson, attorney-in-fact

 

 

Name:

David M. Rubenstein

 

 

Title:

Managing Director

 

 

 

 

 

 

TC GROUP, L.L.C.

 

 

by: TCG Holdings, L.L.C., its Managing Member

 

 

 

 

 

 

by:

/s/ Jeremy W. Anderson, attorney-in-fact

 

 

Name:

David M. Rubenstein

 

 

Title:

Managing Director

 

 

 

 

 

 

 

 

 

 

TC GROUP IV MANAGING GP, L.L.C.

 

 

by: TC Group, L.L.C., its Managing Member

 

 

by: TCG Holdings, L.L.C., its Managing Member

 

 

 

 

 

 

by:

/s/ Jeremy W. Anderson, attorney-in-fact

 

 

Name:

David M. Rubenstein

 

 

Title:

Managing Director

 

 

 

 

 

 

 

 

 

 

TC GROUP IV, L.P.

 

 

by: TC Group IV Managing GP, L.L.C., its General Partner

 

 

by: TC Group, L.L.C., its Managing Member

 

 

by: TCG Holdings, L.L.C., its Managing Member

 

 

 

 

 

 

by:

/s/ Jeremy W. Anderson, attorney-in-fact

 

 

Name:

David M. Rubenstein

 

 

Title:

Managing Director

 

51



 

SCHEDULE 13G

 

 

 

CARLYLE PARTNERS IV, L.P.

 

 

by: TC Group IV, L.P., its General Partner

 

 

by: TC Group IV Managing GP, L.L.C., its General Partner

 

 

by: TC Group, L.L.C., its Managing Member

 

 

by: TCG Holdings, L.L.C., its Managing Member

 

 

 

 

 

 

by:

/s/ Jeremy W. Anderson, attorney-in-fact

 

 

Name:

David M. Rubenstein

 

 

Title:

Managing Director

 

 

 

 

 

 

 

 

 

 

FALCON AEROSPACE HOLDINGS, LLC

 

 

by: Carlyle Partners IV, L.P., its Managing Member

 

 

by: TC Group IV, L.P., its General Partner

 

 

by: TC Group IV Managing GP, L.L.C., its General Partner

 

 

by: TC Group, L.L.C., its Managing Member

 

 

by: TCG Holdings, L.L.C., its Managing Member

 

 

 

 

 

 

by:

/s/ Jeremy W. Anderson, attorney-in-fact

 

 

Name:

David M. Rubenstein

 

 

Title:

Managing Director

 

 

 

 

 

 

Michael W. Allen

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Michael W. Allen

 

 

 

 

 

 

 

 

 

 

Michael Battenfield

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Michael Battenfield

 

 

 

 

 

 

 

 

 

 

Morris Benoun

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Morris Benoun

 

 

 

 

 

 

 

 

 

 

John Chalaris

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

John Chalaris

 

52



 

SCHEDULE 13G

 

 

 

Han Sun Cho

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Han Sun Cho

 

 

 

 

 

 

 

 

 

 

Victoria J. Conner

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Victoria J. Conner

 

 

 

 

 

 

 

 

 

 

Frank Derasmo

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Frank Derasmo

 

 

 

 

 

 

 

 

 

 

Gregory Dietz

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Gregory Dietz

 

 

 

 

 

 

 

 

 

 

Paul E. Fulchino

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Paul E. Fulchino

 

 

 

 

 

 

 

 

 

 

Stephen Gold

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Stephen Gold

 

 

 

 

 

 

 

 

 

 

James E. Grason

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

James E. Grason

 

 

 

 

 

 

 

 

 

 

George Hess

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

George Hess

 

53



 

SCHEDULE 13G

 

 

 

George and Lisa Hess Trust dated October 1, 2003

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

George and Lisa Hess Trust dated October 1, 2003

 

 

 

 

 

 

 

 

 

 

John P. Jumper

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

John P. Jumper

 

 

 

 

 

 

 

 

 

 

Sheryl Knights

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Sheryl Knights

 

 

 

 

 

 

 

 

 

 

Mark Kuntz

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Mark Kuntz

 

 

 

 

 

 

 

 

 

 

Tommy Lee

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Tommy Lee

 

 

 

 

 

 

 

 

 

 

Lee Living Trust

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Lee Living Trust

 

 

 

 

 

 

 

 

 

 

Alex Murray

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Alex Murray

 

54



 

SCHEDULE 13G

 

 

 

Robert D. Paulson

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Robert D. Paulson

 

 

 

 

 

 

 

 

 

 

John Segovia

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

John Segovia

 

 

 

 

 

 

 

 

 

 

Randy J. Snyder

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Randy J. Snyder

 

 

 

 

 

 

 

 

 

 

Joshua Jack Snyder Exempt Trust

 

 

U/T Randy Snyder 2005 Grantor Trust

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact

 

 

Name:

Joshua Jack Snyder Exempt Trust

 

 

 

U/T Randy Snyder 2005 Grantor Trust

 

 

 

 

 

 

 

 

 

 

Joshua Jack Snyder Exempt Trust

 

 

U/T Susan Snyder 2005 Grantor Trust

 

 

 

 

 

 

by:

/s/ John G. Holland, attorney-in-fact