Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1 ) *
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Clarivate Plc
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(Name of Issuer)
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Ordinary Shares
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(Title of Class of Securities)
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G21810109
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(Cusip Number)
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December 31, 2022
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(Date of Event which Requires Filing of this Statement)
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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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☐
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Rule 13d-1(b)
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S
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Rule 13d-1(c)
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☐
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Rule 13d-1(d)
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* The remainder of this cover page shall be filled out for a reporting person’s initial
filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following pages)
Page 1 of 38 Pages
Exhibit Index Found on Page 37
13G
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CUSIP No. G21810109
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1
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NAMES OF REPORTING PERSONS
Farallon Capital Partners, L.P.
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||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
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3
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SEC USE ONLY
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||
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
California
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||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
-0-
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|
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6
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SHARED VOTING POWER
904,9721
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||
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7
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SOLE DISPOSITIVE POWER
-0-
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||
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8
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SHARED DISPOSITIVE POWER
904,9721
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||
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
904,9721
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||
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
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||
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%1
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||
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12
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TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 2 of 38 Pages
13G
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CUSIP No. G21810109
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1
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NAMES OF REPORTING PERSONS
Farallon Capital Institutional Partners, L.P.
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||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
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3
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SEC USE ONLY
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||
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
California
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||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
-0-
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|
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6
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SHARED VOTING POWER
1,044,8511
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||
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7
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SOLE DISPOSITIVE POWER
-0-
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||
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8
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SHARED DISPOSITIVE POWER
1,044,8511
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||
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,044,8511
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||
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
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||
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.2%1
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||
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12
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TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 3 of 38 Pages
13G
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CUSIP No. G21810109
|
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1
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NAMES OF REPORTING PERSONS
Farallon Capital Institutional Partners II, L.P.
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||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
&#
xA0; (b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
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||
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3
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SEC USE ONLY
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||
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
California
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||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
-0-
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|
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6
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SHARED VOTING POWER
264,3161
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||
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7
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SOLE DISPOSITIVE POWER
-0-
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||
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8
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SHARED DISPOSITIVE POWER
264,3161
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||
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
264,3161
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||
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
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||
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%1
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||
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12
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TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 4 of 38 Pages
13G
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CUSIP No. G21810109
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1
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NAMES OF REPORTING PERSONS
Farallon Capital Institutional Partners III, L.P.
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||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) &#
xA0;
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
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3
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SEC USE ONLY
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||
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
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SOLE VOTING POWER
-0-
|
|
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6
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SHARED VOTING POWER
136,8001
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||
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7
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SOLE DISPOSITIVE POWER
-0-
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||
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8
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SHARED DISPOSITIVE POWER
136,8001
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||
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,8001
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||
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%1
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||
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12
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TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 5 of 38 Pages
13G
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CUSIP No. G21810109
|
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1
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NAMES OF REPORTING PERSONS
Four Crossings Institutional Partners V, L.P.
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||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
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3
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SEC USE ONLY
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||
|
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
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SHARED VOTING POWER
185,0001
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
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SHARED DISPOSITIVE POWER
185,0001
|
||
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
185,0001
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial o
wnership of Shares as of December 31, 2022.
Page 6 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
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NAMES OF REPORTING PERSONS
Farallon Capital Offshore Investors II, L.P.
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||
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
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3
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SEC USE ONLY
|
||
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
2,047,1841
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
2,047,1841
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,047,1841
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 7 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Farallon Capital (AM) Investors, L.P.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
97,9691
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
97,9691
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
97,9691
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
; [ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 8 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Farallon Capital F5 Master I, L.P.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
379,9801
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
379,9801
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
379,9801
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 9 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
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NAMES OF REPORTING PERSONS
Farallon Equity Partners Master, L.P.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
10,116,3611
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
10,116,3611
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,116,3611
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.5%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 10 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Farallon Partners, L.L.C.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
14,797,4531
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
14,797,4531
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,797,4531
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.2%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 11 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Farallon Institutional (GP) V, L.L.C.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
185,0001
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
185,0001
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
185,0001
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 12 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Farallon F5 (GP), L.L.C.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares<
/font>, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
379,9801
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
379,9801
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
379,9801
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.1%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 13 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Farallon Equity Partners (GP), L.L.C.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
; (a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
10,116,3611
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
10,116,3611
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,116,3611
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.5%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 14 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Joshua J. Dapice
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 15 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Philip D. Dreyfuss
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 16 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Hannah E. Dunn
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 17 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Michael B. Fisch
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 18 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Richard B. Fried
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 19 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Varun N. Gehani
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 20 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Nicolas Giauque
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
France
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 21 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
David T. Kim
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 22 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Michael G. Linn
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 23 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Rajiv A. Patel
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 24 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Thomas G. Roberts, Jr.
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this Statement, the Reporting Persons held an aggregate of
15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report beneficial ownership of Shares as of December 31, 2022.
Page 25 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Edric C. Saito
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 26 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
William Seybold
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 27 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Daniel S. Short
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTA
IN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 28 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Andrew J. M. Spokes
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 29 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
John R. Warren
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 30 of 38 Pages
13G
|
CUSIP No. G21810109
|
|
1
|
NAMES OF REPORTING PERSONS
Mark C. Wehrly
|
||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ X ]**
** The reporting persons making this filing hold an aggregate of 15,177,433 Shares, which is 2.3% of the class of securities. The reporting person on this cover page, however, is a beneficial owner only of the securities reported by it on this cover page. 1
|
||
|
3
|
SEC USE ONLY
|
||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
|
6
|
SHARED VOTING POWER
15,177,4331
|
||
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
||
|
8
|
SHARED DISPOSITIVE POWER
15,177,4331
|
||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,177,4331
|
||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (See Instructions)
[ ]
|
||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.3%1
|
||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||
1 As of December 31, 2022, the date of the event which requires the filing of this
Statement, the Reporting Persons held an aggregate of 15,177,433 Shares. As of the date this Statement is filed, the Reporting Persons hold an aggregate of 0 Shares. Rows 2 and 5 through 11 of the cover page for each Reporting Person report
beneficial ownership of Shares as of December 31, 2022.
Page 31 of 38 Pages
This Amendment No. 1 to Schedule 13G amends and restates in its entirety the Schedule 13G initially filed on September 7, 2022 (together with
all prior and current amendments thereto, this “Schedule 13G”).
Item 1. Issuer
(a) Name of Issuer:
Clarivate Plc (the “Company”)
(b) Address of Issuer’s Principal Executive Offices:
70 St. Mary Axe
London EC3A 8BE
United Kingdom
Item 2. Identity and Background
Title of Class of Securities and CUSIP Number (Items 2(d) and (e))
This statement relates to Ordinary Shares, no par value (the “Shares”) of the
Company. The CUSIP number of the Shares is G21810109.
Name of Persons Filing, Address of Principal Business Office and Citizenship (Items 2(a), (b) and (c))
This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting
Persons.”
The Farallon Funds
|
(i)
|
Farallon Capital Partners, L.P., a California limited partnership (“FCP”), with respect to the Shares
held by it;
|
|
(ii)
|
Farallon Capital Institutional Partners, L.P., a California limited partnership (“FCIP”), with respect to
the Shares held by it;
|
|
(iii)
|
Farallon Capital Institutional Partners II, L.P., a California limited partnership (“FCIP II”), with
respect to the Shares held by it;
|
|
(iv)
|
Farallon Capital Institutional Partners III, L.P., a Delaware limited partnership (“FCIP III”), with
respect to the Shares held by it;
|
|
(v)
|
Four Crossings Institutional Partners V, L.P., a Delaware limited partnership (“FCIP V”), with respect to
the Shares held by it;
|
Page 32 of 38 Pages
|
(vi)
|
Farallon Capital Offshore Investors II, L.P., a Cayman Islands exempted limited partnership (“FCOI II”),
with respect to the Shares held by it;
|
|
(vii)
|
Farallon Capital (AM) Investors, L.P., a Delaware limited partnership (“FCAMI”), with respect to the
Shares held by it;
|
|
(viii)
|
Farallon Capital F5 Master I, L.P., a Cayman Islands exempted limited partnership (“F5MI”), with respect
to the Shares held by it; and
|
|
(ix)
|
Farallon Equity Partners Master, L.P., a Cayman Islands exempted limited partnership (“FEPM”), with
respect to the Shares held by it.
|
FCP, FCIP, FCIP II, FCIP III, FCIP V, FCOI II, FCAMI, F5MI and FEPM are together referred to herein as the “Farallon
Funds.”
The Farallon General Partner
|
(x)
|
Farallon Partners, L.L.C., a Delaware limited liability company (the “Farallon General Partner”), which
is the general partner of each of FCP, FCIP, FCIP II, FCIP III, FCOI II and FCAMI and the sole member of each of the FCIP V General Partner (as defined below) and the FEPM General Partner (as defined below), with respect to the Shares held
by each of the Farallon Funds other than F5MI.
|
The FCIP V General Partner
|
(xi)
|
Farallon Institutional (GP) V, L.L.C., a Delaware limited liability company (the “FCIP V General Partner”),
which is the general partner of FCIP V, with respect to the Shares held by FCIP V.
|
The F5MI General Partner
|
(xii)
|
Farallon F5 (GP), L.L.C., a Delaware limited liability company (the “F5MI General Partner”), which is the
general partner of F5MI, with respect to the Shares held by F5MI.
|
The FEPM General Partner
|
(xiii)
|
Farallon Equity Partners (GP), L.L.C., a Delaware limited liability company (the “FEPM General Partner”),
which is the general partner of FEPM, with respect to the Shares held by FEPM.
|
Page 33 of 38 Pages
The Farallon Individual Reporting Persons
|
(xiv)
|
The following persons, each of whom is a managing member or senior managing member, as the case may be, of the
Farallon General Partner and a manager or senior manager, as the case may be, of the FCIP V General Partner, the F5MI General Partner and the FEPM General Partner, with respect to the Shares held by the Farallon Funds: Joshua J. Dapice (“Dapice”);
Philip D. Dreyfuss (“Dreyfuss”); Hannah E. Dunn (“Dunn”); Michael B. Fisch (“Fisch”); Richard B. Fried (“Fried”); Varun N. Gehani (“Gehani”); Nicolas Giauque (“Giauque”); David T. Kim (“Kim”);
Michael G. Linn (“Linn”); Rajiv A. Patel (“Patel”); Thomas G. Roberts, Jr. (“Roberts”); Edric C. Saito (“Saito”); William Seybold (“Seybold”); Daniel S. Short (“Short”); Andrew J. M.
Spokes (“Spokes”); John R. Warren (“Warren”); and Mark C. Wehrly (“Wehrly”).
|
Dapice, Dreyfuss, Dunn, Fisch, Fried, Gehani, Giauque, Kim, Linn, Patel, Roberts, Saito, Seybold, Short, Spokes, Warren
and Wehrly are together referred to herein as the “Farallon Individual Reporting Persons.”
The citizenship of each of the Farallon Funds, the Farallon General Partner, the FCIP V General Partner, the F5MI General
Partner and the FEPM General Partner is set forth above. Each of the Farallon Individual Reporting Persons, other than Giauque and Spokes, is a citizen of the United States. Giauque is a citizen of France. Spokes is a citize
n of the United
Kingdom. The address of the principal business office of each of the Reporting Persons is c/o Farallon Capital Management, L.L.C., One Maritime Plaza, Suite 2100, San Francisco, California 94111.
| Item 3. |
If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing Is an Entity Specified in (a) - (k):
|
Not applicable.
Item 4. Ownership
The information required by Items 4(a) - (c) and set forth in Rows 5 through 11 of the cover page for each Reporting
Person is incorporated herein by reference for each such Reporting Person.
The Shares reported hereby for the Farallon Funds are owned directly by the Farallon Funds. The Farallon General Partner,
as general partner of FCP, FCIP, FCIP II, FCIP III, FCOI II and FCAMI and the sole member of the FCIP V General Partner and the FEPM General Partner, may be deemed to be a beneficial owner of all such Shares owned by the Farallon Funds other than
F5MI. The FCIP V General Partner, as general partner of FCIP V, may be deemed to be a beneficial owner of all such Shares owned by FCIP V. The F5MI General Partner, as general partner of F5MI, may be deemed to be a beneficial owner of all such Shares
owned by F5MI. The FEPM General Partner, as general partner of FEPM, may be deemed to be a beneficial owner of all such Shares owned by FEPM. Each of the Farallon Individual Reporting Persons, as a managing member or senior managing member, as the
case may be, of the Farallon General Partner and a manager or senior manager, as the case may be, of the FCIP V General Partner, the F5MI General Partner and the FEPM General Partner, in each case with the power to exercise investment discretion, may
be deemed to be a beneficial owner of all such Shares owned by the Farallon Funds. Each of the Farallon General Partner, the FCIP V General Partner, the F5MI General Partner, the FEPM General Partner and the
Farallon Individual Reporting Persons hereby disclaims any beneficial ownership of any such Shares.
Page 34 of 38 Pages
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof each of the Reporting Persons has ceased to be a beneficial
owner of more than five percent of the class of securities, check the following: X
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
| Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
|
Not applicable.
| Item 8. |
Identification and Classification of Members of the Group
|
The Reporting Persons are filing this Schedule 13G pursuant to Section 240.13d-1(c). Consistent with Item 2 of the cover
page for each Reporting Person above, the Reporting Persons neither disclaim nor affirm the existence of a group among them.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that
purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
Page 35 of 38 Pages
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set
forth in this statement is true, complete and correct.
Dated: February 7, 2023
|
/s/ John R. Warren
|
|
|
FARALLON PARTNERS, L.L.C.,
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FARALLON CAPITAL PARTNERS, L.P.,
|
|
|
FARALLON CAPITAL INSTITUTIONAL PARTNERS, L.P.,
|
|
|
FARALLON CAPITAL INSTITUTIONAL PARTNERS II, L.P.,
|
|
|
FARALLON CAPITAL INSTITUTIONAL PARTNERS III, L.P.,
|
|
|
FARALLON CAPITAL OFFSHORE INVESTORS II, L.P. and
|
|
|
FARALLON CAPITAL (AM) INVESTORS, L.P.
|
|
|
By John R. Warren, Managing Member
|
|
|
/s/ John R. Warren
|
|
|
FARALLON INSTITUTIONAL (GP) V, L.L.C.
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FOUR CROSSINGS INSTITUTIONAL PARTNERS V, L.P.
|
|
|
By John R. Warren, Manager
|
|
|
/s/ John R. Warren
|
|
|
FARALLON F5 (GP), L.L.C.
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FARALLON CAPITAL F5 MASTER I, L.P.
|
|
|
By John R. Warren, Manager
|
|
|
/s/ John R. Warren
|
|
|
FARALLON EQUITY PARTNERS (GP), L.L.C.
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FARALLON EQUITY PARTNERS MASTER, L.P.
|
|
|
By John R. Warren, Manager
|
|
|
/s/ John R. Warren
|
|
|
John R. Warren, individually and as attorney-in-fact for each of Joshua J. Dapice, Philip D. Dreyfuss, Hannah E. Dunn, Michael B.
Fisch, Richard B. Fried, Varun N. Gehani, Nicolas Giauque, David T. Kim, Michael G. Linn, Rajiv A. Patel, Thomas G. Roberts, Jr., Edric C. Saito, William Seybold, Daniel S. Short, Andrew J. M. Spokes and Mark C. Wehrly
|
The Powers of Attorney executed by each of Dapice, Dreyfuss, Dunn, Fisch, Fried, Gehani, Giauque, Kim, Linn,
Patel, Roberts, Saito, Seybold, Short, Spokes and Wehrly authorizing Warren to sign and file this Schedule 13G on his or her behalf, which were filed as exhibits to the Schedule 13G filed with the Securities and Exchange Commission (the “SEC”)
on January 31, 2023 by such Reporting Persons with respect to the Class A Ordinary Shares of ARYA Sciences Acquisition Corp IV, are hereby incorporated by reference.
Page 36 of 38 Pages
EXHIBIT INDEX
|
EXHIBIT 1
|
Joint Acquisition Statement Pursuant to Section 240.13d-1(k)
|
Page 37 of 38 Pages
EXHIBIT 1
to
SCHEDULE 13G
JOINT ACQUISITION STATEMENT
PURSUANT TO SECTION 240.13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that
all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for
the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other
entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is inaccurate.
Dated: February 7, 2023
|
/s/ John R. Warren
|
|
|
FARALLON PARTNERS, L.L.C.,
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FARALLON CAPITAL PARTNERS, L.P.,
|
|
|
FARALLON CAPITAL INSTITUTIONAL PARTNERS, L.P.,
|
|
|
FARALLON CAPITAL INSTITUTIONAL PARTNERS II, L.P.,
|
|
|
FARALLON CAPITAL INSTITUTIONAL PARTNERS III, L.P.,
|
|
|
FARALLON CAPITAL OFFSHORE INVESTORS II, L.P. and
|
|
|
FARALLON CAPITAL (AM) INVESTORS, L.P.
|
|
|
By John R. Warren, Managing Member
|
|
|
/s/ John R. Warren
|
|
|
FARALLON INSTITUTIONAL (GP) V, L.L.C.
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FOUR CROSSINGS INSTITUTIONAL PARTNERS V, L.P.
|
|
|
By John R. Warren, Manager
|
|
|
/s/ John R. Warren
|
|
|
FARALLON F5 (GP), L.L.C.
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FARALLON CAPITAL F5 MASTER I, L.P.
|
|
|
By John R. Warren, Manager
|
|
|
/s/ John R. Warren
|
|
|
FARALLON EQUITY PARTNERS (GP), L.L.C.
|
|
|
On its own behalf and
|
|
|
As the General Partner of
|
|
|
FARALLON EQUITY PARTNERS MASTER, L.P.
|
|
|
By John R. Warren, Manager
|
|
|
/s/ John R. Warren
|
|
|
John R. Warren, individually and as attorney-in-fact for each of Joshua J. Dapice, Philip D. Dreyfuss, Hannah E. Dunn, Michael B.
Fisch, Richard B. Fried, Varun N. Gehani, Nicolas Giauque, David T. Kim, Michael G. Linn, Rajiv A. Patel, Thomas G. Roberts, Jr., Edric C. Saito, William Seybold, Daniel S. Short, Andrew J. M. Spokes and Mark C. Wehrly
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Page 38 of 38 Pages