Sec Form 4 Filing - Silver Lake (Offshore) AIV GP III, Ltd. @ Far Point Acquisition Corp - 2020-08-26

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 *
Silver Lake (Offshore) AIV GP III, Ltd.
2. Issuer Name and Ticker or Trading Symbol
Far Point Acquisition Corp [ FPAC]
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 SILVER LAKE,, 2775 SAND HILL ROAD, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
08/26/2020
(Street)
MENLO PARK, CA94025
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
Class A Common Stock 08/26/2020 S( 1 ) 2,771,206 D $ 10.7201 6,716,294 I See footnote ( 2 )
Class A Common Stock 08/28/2020 J( 3 ) 6,716,294 D 0 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Silver Lake (Offshore) AIV GP III, Ltd.
C/O SILVER LAKE,
2775 SAND HILL ROAD, SUITE 100
MENLO PARK, CA94025
X
Silver Lake Technology Associates III Cayman, L.P.
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
MENLO PARK, CA94025
X
SL Globetrotter GP, Ltd.
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
MENLO PARK, CA94025
X
SL Globetrotter, L.P.
C/O SILVER LAKE
2775 SAND HILL ROAD, SUITE 100
MENLO PARK, CA94025
X
Signatures
By: /s/ Karen M. King, Director of Silver Lake (Offshore) AIV GP III, Ltd 08/28/2020
** Signature of Reporting Person Date
By: /s/ Karen M. King, Director of Silver Lake (Offshore) AIV GP III, Ltd., general partner of Silver Lake Technology Associates III Cayman, L.P. 08/28/2020
** Signature of Reporting Person Date
By: /s/ Joseph Osnoss, Director, SL Globetrotter GP, Ltd. 08/28/2020
** Signature of Reporting Person Date
By: /s/ Joseph Osnoss, Director, SL Globetrotter GP, Ltd., general partner of SL Globetrotter, L.P. 08/28/2020
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )On August 26, 2020, in anticipation of the closing of the transactions contemplated by the Merger Agreement (as defined below), SL Globetrotter, L.P. agreed to sell 2,771,206 shares of Class A Common Stock to investment funds managed and/or advised by Partners Group, which have invested alongside SL Globetrotter, L.P. in Global Blue Group AG since 2012, in a privately negotiated transaction. The sale described above fully settled on August 27, 2020.
( 2 )The securities are directly owned by SL Globetrotter, L.P., acting through SL Globetrotter GP, Ltd., which is the general partner of SL Globetrotter, L.P. Silver Lake Technology Associates III Cayman, L.P. is the sole shareholder of SL Globetrotter GP, Ltd. Silver Lake (Offshore) AIV GP III, Ltd. is the general partner of Silver Lake Technology Associates III Cayman, L.P.
( 3 )Pursuant to the terms of an Agreement and Plan of Merger, dated as of January 16, 2020 (the "Merger Agreement"), by and among the Issuer, SL Globetrotter, L.P., Global Blue Group Holding AG ("New Global Blue"), Global Blue US Holdco LLC, Global Blue US Merger Sub Inc., Global Blue Holding L.P., Global Blue Group AG, and other parties identified therein, each share of the Issuer's Class A Common Stock outstanding immediately prior to the effective time of the Merger (excluding shares of Class A Common Stock redeemed by holders of such shares pursuant to the terms of the Issuer's amended and restated certificate of incorporation) converted into the right to receive one ordinary share of New Global Blue. The transactions contemplated by the Merger Agreement closed on August 28, 2020.

Remarks:
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, or are subject to Section 16 of the Exchange Act, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.

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