Sec Form 3 Filing - WATSA V PREM ET AL @ BLACKBERRY Ltd - 2020-03-01

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
WATSA V PREM ET AL
2. Issuer Name and Ticker or Trading Symbol
BLACKBERRY Ltd [ BB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
95 WELLINGTON STREET WEST, SUITE 800
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2020
(Street)
TORONTO ONTARIO, A6M5J 2N7
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Shares 129,000 I See Footnote ( 1 )
Common Shares 46,724,700 I See Footnote ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
3.75% Unsecured Convertible Debentures ( 3 ) ( 3 ) ( 3 ) Common Shares 50,000,000 I See Footnote ( 2 )
Deferred Share Units $ 0 ( 4 ) ( 4 ) Common Shares 147,812 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WATSA V PREM ET AL
95 WELLINGTON STREET WEST
SUITE 800
TORONTO ONTARIO, A6M5J 2N7
X X
FAIRFAX FINANCIAL HOLDINGS LTD/ CAN
95 WELLINGTON STREET WEST
SUITE 800
TORONTO ONTARIO, A6M5J 2N7
X X
FFHL GROUP LTD
95 WELLINGTON STREET WEST
SUITE 800
TORONTO ONTARIO, A6M5J 2N7
X X
SECOND 1109 HOLDCO LTD.
95 WELLINGTON ST W STE 800
TORONTO ONTARIO, A6M5J 2N7
X X
SIXTY TWO INVESTMENT CO LTD
1600 CATHEDRAL PLACE
925 W GEORGIA ST
VANCOUVER BC CANADA, A1V6C3L3
X X
Signatures
/s/ V. Prem Watsa 03/02/2020
Signature of Reporting Person Date
/s/ Peter Clarke, Chief Operating Officer, on behalf of Fairfax Financial Holdings Ltd. 03/02/2020
Signature of Reporting Person Date
/s/ V. Prem Watsa, Director, on behalf of FFHL Group Ltd. 03/02/2020
Signature of Reporting Person Date
/s/ V. Prem Watsa, Director, on behalf of The Second 1109 Holdco Ltd. 03/02/2020
Signature of Reporting Person Date
/s/ V. Prem Watsa, President, on behalf of The Sixty Two Investment Company Limited 03/02/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are held by The Second 810 Holdco Ltd ("810 Holdco"). V. Prem Watsa is the controlling person of 810 Holdco. Mr. Watsa disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Mr. Watsa is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.
( 2 )These securities are held by wholly-owned subsidiaries of Fairfax Financial Holdings Limited. Mr. Watsa is the CEO and controlling person of Fairfax Financial Holdings Limited through the other Reporting Persons. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.
( 3 )The 3.75% unsecured convertible debentures (the "3.75% Debentures") mature on November 13, 2020 and are not redeemable prior to maturity. Each $1,000 principal amount of the 3.75% Debentures are convertible at any time into 100 common shares of BlackBerry Limited ("BlackBerry"), subject to adjustments in accordance with the indenture governing the 3.75% Debentures.
( 4 )The Deferred Share Units ("DSUs") are held directly by Mr. Watsa and were received in connection with his service as a director of BlackBerry. Each DSU is the economic equivalent of one common share. The DSUs become payable, in cash or common shares or a combination of the two, at the discretion of BlackBerry following cessation of Mr. Watsa's service as a director of BlackBerry.

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