Sec Form 4 Filing - TDS Investor (Cayman) LP @ Travelport Worldwide LTD - 2015-11-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
TDS Investor (Cayman) LP
2. Issuer Name and Ticker or Trading Symbol
Travelport Worldwide LTD [ TVPT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O THE BLACKSTONE GROUP L.P., 345 PARK AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
11/10/2015
(Street)
NEW YORK, NY10154
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 11/10/2015 S 4,900,000 D $ 14.16 7,604,740 I See Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TDS Investor (Cayman) LP
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
Travelport Intermediate Ltd
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
TDS Investor (Cayman) GP Ltd.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Capital Partners (Cayman) V L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Capital Partners (Cayman) V-A, L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
BCP (Cayman) V-S L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
BCP V Co-Investors (Cayman) L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Family Investment Partnership (Cayman) V L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Family Investment Partnership (Cayman) V-SMD L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Participation Partnership (Cayman) V L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK, NY10154
X
Signatures
Travelport Intermediate Limited; By: /s/ Greg Blank; Name: Greg Blank; Title: Director 11/12/2015
Signature of Reporting Person Date
TDS Investor (Cayman) L.P.; By: TDS INVESTOR (CAYMAN) GP LTD., its general partner; By: /s/ Greg Blank; Name: Greg Blank; Title: Director 11/12/2015
Signature of Reporting Person Date
TDS INVESTOR (CAYMAN) GP LTD.; By: /s/ Greg Blank; Name: Greg Blank; Title: Director 11/12/2015
Signature of Reporting Person Date
BLACKSTONE CAPITAL PARTNERS (CAYMAN) V L.P.; By: Blackstone Management Associates (Cayman) V L.P., its general partner; By: BCP V GP L.L.C., its general partner; By: /s/ John G. Finley; Name: John G. Finley; Title: Chief Legal Officer 11/12/2015
Signature of Reporting Person Date
BLACKSTONE CAPITAL PARTNERS (CAYMAN) V-A, L.P.; By: Blackstone Management Associates (Cayman) V L.P., its general partner; By: BCP V GP L.L.C., its general partner; By: /s/ John G. Finley; Name: John G. Finley; Title: Chief Legal Officer 11/12/2015
Signature of Reporting Person Date
BCP (CAYMAN) V-S L.P.; By: Blackstone Management Associates (Cayman) V L.P., its general partner; By: BCP V GP L.L.C., its general partner; By: /s/ John G. Finley; Name: John G. Finley; Title: Chief Legal Officer 11/12/2015
Signature of Reporting Person Date
BCP V CO-INVESTORS (CAYMAN) L.P.; By: Blackstone Management Associates (Cayman) V L.P., its general partner; By: BCP V GP L.L.C., its general partner; By: /s/ John G. Finley; Name: John G. Finley; Title: Chief Legal Officer 11/12/2015
Signature of Reporting Person Date
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP (CAYMAN) V L.P.; By: BCP V GP L.L.C., its general partner; By: /s/ John G. Finley; Name: John G. Finley; Title: Chief Legal Officer 11/12/2015
Signature of Reporting Person Date
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP (CAYMAN) V-SMD L.P.; By: Blackstone Family GP L.L.C., its general partner; By: /s/ John G. Finley; Name: John G. Finley; Title: Chief Legal Officer 11/12/2015
Signature of Reporting Person Date
BLACKSTONE PARTICIPATION PARTNERSHIP (CAYMAN) V L.P.; By: BCP V GP L.L.C., its general partner; By: /s/ John G. Finley; Name: John G. Finley; Title: Chief Legal Officer 11/12/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Common Shares, $0.0025 par value per share, of Travelport Worldwide Limited (the "Issuer") that are directly held by Travelport Intermediate Limited. Travelport Intermediate Limited is wholly owned by TDS Investor (Cayman) L.P. ("TDS Investor"). The general partner of TDS Investor is TDS Investor (Cayman) GP Ltd. ("TDS GP").
( 2 )TDS GP is collectively controlled by Blackstone Capital Partners (Cayman) V L.P. ("BCP V"), Blackstone Capital Partners (Cayman) V-A, L.P. ("BCP V-A"), BCP (Cayman) V-S L.P. ("BCP V-S") and BCP V Co-Investors (Cayman) L.P. ("BCPVCI", collectively with BCP V, BCP V-A and BCP V-S, the "BCP Funds"), Blackstone Family Investment Partnership (Cayman) V L.P. ("BFIP V") and Blackstone Participation Partnership (Cayman) V L.P. ("BPP V", collectively with BFIP V, the "Blackstone Funds") and Blackstone Family Investment Partnership (Cayman) V-SMD L.P. ("BFIP V-SMD", collectively, with the BCP Funds and the Blackstone Funds, the "Blackstone LPs").
( 3 )Blackstone Management Associates (Cayman) V L.P. ("BMA") is the general partner of each of the BCP Funds. The general partner of each of Blackstone Funds and a general partner and majority in interest owner of BMA is BCP V GP L.L.C. Blackstone Holdings III L.P. is the sole member of BCP V GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.
( 4 )The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. The general partner of BFIP V-SMD is Blackstone Family GP L.L.C. Blackstone Family GP L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Mr. Schwarzman.
( 5 )Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by Travelport Worldwide Limited, but each (other than Travelport Worldwide Limited to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
( 6 )Due to the limitations of the Securities and Exchange Commission's EDGAR system, BMA, BCP V GP L.L.C., Blackstone Family GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Mr. Schwarzman have filed a separate Form 4.

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