Symantec 2016 Annual Report Download - page 82
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On February 3, 2016, Symantec entered into an investment agreement with Silver Lake, relating to the issu-
ance to Silver Lake of $500 million principal amount of convertible 2.5% unsecured notes, due 2021. In con-
nection with the investment, Kenneth Y. Hao, a managing partner and managing director of Silver Lake, was
appointed to Symantec’s Board.
On June 12, 2016, Symantec entered into an investment agreement with Silver Lake and Bain Capital relat-
ing to the issuance of $1.25 billion aggregate principal amount of 2.0% convertible unsecured notes due 2021.
Pursuant to the investment agreement, Silver Lake, a private equity firm of which Mr. Hao is a managing partner
and managing director, has agreed to purchase $500 million aggregate principal amount of the notes, and Bain
Capital, private equity firm of which Mr. Humphrey is a managing director, has agreed to purchase $750 million
aggregate principal amount of the notes. The transactions contemplated by this investment agreement closed
concurrently with the closing of the Blue Coat Acquisition on August 1, 2016. In connection with the investment,
David W. Humphrey, a managing director of Bain Captial, was appointed to Symantec’s Board.
On June 12, 2016, we entered into reinvestment agreements with Mr. Clark and GSC-OZ Investment LLC,
an entity controlled by Mr. Clark, pursuant to which the parties agreed to purchase, in the aggregate, 2,329,520
shares our common stock for an aggregate purchase price of $40,300,696. On August 1, 2016, we issued and sold
these shares to Mr. Clark and GSC-OZ Investment LLC. The agreements provide that, in the aggregate, 207,907
of such shares will vest monthly until October 30, 2019, subject to Mr. Clark’s continued service to the Com-
pany, and that all of the shares are subject to transfer restrictions until August 1, 2018 but may be released from
such restrictions on or after August 1, 2017 if our common stock achieves a specified volume weighted average
trading price over a defined period as set forth in the agreements.
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