0000904454-17-000003.txt : 20170104 0000904454-17-000003.hdr.sgml : 20170104 20170104134641 ACCESSION NUMBER: 0000904454-17-000003 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170104 DATE AS OF CHANGE: 20170104 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: K2M GROUP HOLDINGS, INC. CENTRAL INDEX KEY: 0001499807 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 272977810 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-88505 FILM NUMBER: 17504584 BUSINESS ADDRESS: STREET 1: 600 HOPE PARKWAY SE CITY: LEESBURG STATE: VA ZIP: 20175 BUSINESS PHONE: 703-777-3155 MAIL ADDRESS: STREET 1: 600 HOPE PARKWAY SE CITY: LEESBURG STATE: VA ZIP: 20175 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Welsh, Carson, Anderson & Stowe XI, L.P. CENTRAL INDEX KEY: 0001437914 IRS NUMBER: 262459604 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O WELSH, CARSON, ANDERSON & STOWE STREET 2: 320 PARK AVENUE, SUITE 2500 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-893-9500 MAIL ADDRESS: STREET 1: C/O WELSH, CARSON, ANDERSON & STOWE STREET 2: 320 PARK AVENUE, SUITE 2500 CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 s13ga_010417-k2mgrp.htm SCHEDULE 13G/A FOR K2M GROUP HOLDINGS, INC. BY WELSH, CARSON, ANDERSON & STOWE XI, L.P.
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
 
(Amendment No. 2)*
 
 
K2M Group Holdings, Inc.
(Name of Issuer)
 
Common Stock, $0.001 par value
(Title of Class of Securities)
 
48273J107
(CUSIP Number)
 
December 31, 2016
(Date of Event Which Requires Filing of this Statement)


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

[   ] Rule 13d-1(b)
[   ] 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).
 

 
 
 
 
 
1.
Name of Reporting Person
 
Welsh, Carson, Anderson & Stowe XI, L.P.
 
 
I.R.S. Identification No. of Above Person (Entities Only) (Voluntary)
 
 
 
2.
Check the Appropriate Box if a Member of a Group
 
 
(a)  [X]
(b)  [   ]
3.
SEC Use Only
 
 
  
4.
Citizenship or Place of Organization
 
Delaware
 
Number of
Shares Beneficially
Owned by Each
Reporting Person
With
5.
Sole Voting Power
 
9,310,926 *
6.
Shared Voting Power
 
-0-
7.
Sole Dispositive Power
 
9,310,926 *
8.
Shared Dispositive Power
 
-0-
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
9,310,926 *
10.
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
 
[   ]
11.
Percent of Class Represented by Amount in Row (9)
 
22.1% **
12.
Type of Reporting Person
 
PN

* As of December 31, 2016
** Based on 42,197,647 shares of Common Stock outstanding as of September 30, 2016, as reported in the Issuer's Prospectus Supplement on Form 424B7 filed with the Securities and Exchange Commission on November 14, 2016.
 
 
 

 
2
 
 
 
 
 
1.
Name of Reporting Person
 
WCAS Capital Partners IV, L.P.
 
 
I.R.S. Identification No. of Above Person (Entities Only) (Voluntary)
 
 
 
2.
Check the Appropriate Box if a Member of a Group
 
 
(a)  [X]
(b)  [   ]
3.
SEC Use Only
 
 
  
4.
Citizenship or Place of Organization
 
Delaware
 
Number of
Shares Beneficially
Owned by Each
Reporting Person
With
5.
Sole Voting Power
 
136,337 *
6.
Shared Voting Power
 
-0-
7.
Sole Dispositive Power
 
136,337 *
8.
Shared Dispositive Power
 
-0-
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
 
136,337 *
10.
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
 
[   ]
11.
Percent of Class Represented by Amount in Row (9)
 
0.3% **
12.
Type of Reporting Person
 
PN

* As of December 31, 2016
** Based on 42,197,647 shares of Common Stock outstanding as of September 30, 2016, as reported in the Issuer's Prospectus Supplement on Form 424B7 filed with the Securities and Exchange Commission on November 14, 2016.
 
 
 

 
3
 
 
 
 
 
Amendment No. 2 to Schedule 13G

Reference is hereby made to the statement on Schedule 13G filed with the Securities and Exchange Commission on behalf of the Reporting Persons with respect to the Common Stock of the Issuer on January 22, 2015 and Amendment No. 1 thereto filed on January 22, 2016 (as so amended, the "Schedule 13G").  Terms defined in the Schedule 13G are used herein as so defined.

The following items of the Schedule 13G are amended and restated as follows:

Item 4. Ownership.

(a) through (c):

The information requested hereunder is incorporated by reference to the cover pages to this Amendment No. 2 to Schedule 13G.

In addition, WCAS Management Corporation, a Delaware corporation, which is an affiliate of the Reporting Persons, beneficially owns 7,623 shares of Common Stock, or less than 0.1% of the Common Stock outstanding, and WCAS XI Co-Investors LLC, a Delaware limited liability company, which is also an affiliate of the Reporting Persons, beneficially owns 31,377 shares of Common Stock, or less than 0.1% of the Common Stock outstanding.  Ownership is stated as of December 31, 2016 and is based on 42,197,647 shares of Common Stock outstanding as of September 30, 2016, as reported in the Issuer's Prospectus Supplement on Form 424B7 filed with the Securities and Exchange Commission on November 14, 2016.
 
 
 

 
4
 
 
 
 
 
SIGNATURE

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

Dated:  January 4, 2017

 
WELSH, CARSON, ANDERSON & STOWE XI, L.P.
 
 
By:
WCAS XI Associates LLC, its general partner
 
 
By:
/s/ David Mintz
   
Attorney-in-Fact
 
 
 
WCAS CAPITAL PARTNERS IV, L.P.
 
 
By:
WCAS CP IV Associates LLC, its general partner
 
 
By:
/s/ David Mintz
   
Attorney-in-Fact
 
 
 
 
 

 

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