Initial Statement of Beneficial Ownership (3)
31 Dezember 2020 - 11:35PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Cortas Usama |
2. Date of Event Requiring Statement (MM/DD/YYYY)
12/30/2020
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3. Issuer Name and Ticker or Trading Symbol
CLARIVATE Plc [CCC]
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(Last)
(First)
(Middle)
11111 SANTA MONICA BOULEVARD, SUITE 2000 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director ___X___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Street)
LOS ANGELES, CA 90025
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Ordinary Shares | 115864432 | I | See footnote. (1)(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Capri Acquisitions Topco Limited ("Topco") is the direct holder of record of the Ordinary Shares of the Issuer reported herein, and holds such Ordinary Shares on behalf of Green Equity Investors VII, L.P. ("GEI VII"), Green Equity Investors Side VII, L.P. ("GEI Side VII"), GEI VII Capri AIV, L.P. ("AIV"), Capri Coinvest LP ("Coinvest"), LGP Associates VII-A LLC ("Associates VII-A"), and LGP Associates VII-B LLC ("Associates VII-B" and together with GEI VII, GEI Side VII, AIV, Coinvest, and Associates VII-A, the "Investors"), through GEI VII Capri Holdings, LLC ("Holdings"). Of the 115,864,432 Ordinary Shares held by Topco on behalf of the Investors through Holdings, (i) GEI VII is the indirect owner of 33,531,873 Ordinary Shares, (ii) GEI Side VII is the indirect owner of 46,939,141 Ordinary Shares, (iii) AIV is the indirect owner of 6,191,971 Ordinary Shares, (iv) Coinvest is the indirect owner of 27,901,017, (continued in footnote 2) |
| (2) | (continued from footnote 1) (v) Associates VII-A is the indirect owner of 120,338 Ordinary Shares, and (vi) Associates VII-B is the indirect owner of 1,180,092 Ordinary Shares. |
| (3) | Mr. Cortas directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the Ordinary Shares owned by the Investors through Topco and Holdings. Mr. Cortas disclaims beneficial ownership of the Ordinary Shares reported herein except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
Remarks:
This report is a voluntary filing under Section 16 of the Securities Exchange Act of 1934, as amended, as the Issuer qualifies as a foreign private issuer under the rules of the Securities Exchange Commission until December 31, 2020, after which the reporting person shall be subject to Section 16 of the Securities Exchange Act of 1934.
Exhibit 24 - Power of Attorney |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Cortas Usama
11111 SANTA MONICA BOULEVARD, SUITE 2000
LOS ANGELES, CA 90025 | X | X |
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Signatures
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| /s/ Andrew Goldberg, attorney-in-fact | | 12/30/2020 |
| **Signature of Reporting Person | Date |
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