Amended Statement of Ownership (sc 13g/a)
February 04 2015 - 4:16PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G/A
Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant to Rule 13d-2(b)
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Fortegra
Financial Corporation
(Name
of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
34954W104
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
* 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).
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 2 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (See Instructions)
(a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 3 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners VI (GP), LLC |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (See Instructions)
(a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) OO |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 4 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners VI (GP), L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (See Instructions)
(a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 5 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Investors VI, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 6 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners SD III, LLC |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) OO |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 7 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners SD III, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 8 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Subordinated Debt Fund III-A, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 9 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Subordinated Debt Fund III-B, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 10 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners PE VII, LLC |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) OO |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 11 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners PE VII, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 12 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners Private Equity Fund VII-A, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 13 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Summit Partners Private Equity Fund VII-B, L.P. |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 3 |
|
SEC USE ONLY
|
| 4 |
|
CITIZENSHIP OR PLACE OF
ORGANIZATION State of Delaware |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
|
5 |
|
SOLE VOTING POWER
0 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) PN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 14 of 20 Pages |
|
|
|
|
|
|
|
| 1 |
|
NAME OF
REPORTING PERSON Martin J. Mannion |
| 2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* (a) ¨ (b) ¨ |
| 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 shares |
|
6 |
|
SHARED VOTING POWER
0 shares |
|
7 |
|
SOLE DISPOSITIVE POWER
0 shares |
|
8 |
|
SHARED DISPOSITIVE POWER
0 shares |
| 9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| 10 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
| 11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 0.0% |
| 12 |
|
TYPE OF REPORTING PERSON (See
Instructions) IN |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 15 of 20 Pages |
| Item 1(a). |
Name of Issuer: |
| |
|
Fortegra Financial Corporation. The issuer was acquired by Tiptree Operating Company, LLC on December 4, 2014 (the “Acquisition”) and is no longer a reporting company. |
| Item 1(b). |
Address of Issuer’s Principal Executive Offices: |
| |
|
10151 Deerwood Park Blvd. Building 100, Suite 330, Jacksonville, Florida 32256 |
| Item 2(a). |
Names of Persons Filing: |
| |
|
This Schedule 13G is being filed by Summit Partners, L.P., Summit Partners VI (GP), LLC, Summit Partners VI (GP), L.P., Summit Investors VI, L.P., Summit Partners SD III, LLC, Summit Partners SD III, L.P., Summit
Subordinated Debt Fund III-A, L.P., Summit Subordinated Debt Fund III-B, L.P., Summit Partners PE VII, LLC, Summit Partners PE VII, L.P., Summit Partners Private Equity Fund VII-A, L.P., Summit Partners Private Equity Fund VII-B, L.P (individually
an “Entity” and collectively the “Entities”), and Martin J. Mannion. |
| |
|
Summit Partners, L.P. (i) is the managing member of Summit Partners PE VII, LLC, which is the general partner of Summit Partners PE VII, L.P., which is the general partner of Summit Partners Private Equity Fund
VII-A, L.P. and Summit Partners Private Equity Fund VII-B, L.P., (ii) is the managing member of Summit Partners SD III, LLC, which is the general partner of Summit Partners SD III, L.P., which is the general partner of Summit Subordinated Debt
Fund III-A, L.P. and Summit Subordinated Debt Fund III-B, L.P. and (iii) advised, and through its investment committee responsible for voting and investment decisions with respect to Fortegra Financial Corporation, exercised voting and
dispositive power over the managing member of Summit Partners VI (GP), LLC, which is the general partner of Summit Partners VI (GP), L.P., which is the general partner of Summit Investors VI, L.P. Mr. Mannion was the sole member of the
investment committee of Summit Partners, L.P., which had voting and dispositive authority over the shares held by the Entities in Fortegra Financial Corporation. |
| Item 2(b). |
Address of Principal Business Office or, if None, Residence: |
| |
|
The address of the principal business office of Summit Partners, L.P., Summit Partners VI (GP), LLC, Summit Partners VI (GP), L.P., Summit Investors VI, L.P., Summit Partners SD III, LLC, Summit Partners SD III, L.P.,
Summit Subordinated Debt Fund III-A, L.P., Summit Subordinated Debt Fund III-B, L.P., Summit Partners PE VII, LLC, Summit Partners PE VII, L.P., Summit Partners Private Equity Fund VII-A, L.P., Summit Partners Private Equity Fund VII-B, L.P. and
Martin J. Mannion is c/o Summit Partners, 222 Berkeley Street, 18th Floor, Boston, Massachusetts 02116. |
| |
|
Each of Summit Partners, L.P., Summit Partners VI (GP), L.P., Summit Investors VI, L.P., Summit Partners SD III, L.P., Summit Subordinated Debt Fund III-A, L.P., Summit Subordinated Debt Fund III-B, L.P., Summit
Partners PE VII, L.P., Summit Partners Private Equity Fund VII-A, L.P. and Summit Partners Private Equity Fund VII-B, L.P. is a limited partnership organized under the laws of the State of Delaware. Each of Summit Partners VI (GP), LLC, Summit
Partners SD III, LLC, and Summit Partners PE VII, LLC is limited liability company organized under the laws of the State of Delaware. Mr. Mannion is a United States citizen. |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 16 of 20 Pages |
| Item 2(d). |
Title of Class of Securities: |
| |
|
Common Stock, par value $0.01 per share |
| Item 3. |
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
| |
|
(a) ¨ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| |
|
(b) ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| |
|
(c) ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| |
|
(d) ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| |
|
(e) ¨ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). |
| |
|
(f) ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). |
| |
|
(g) ¨ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G). |
| |
|
(h) ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). |
| |
|
(i) ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
|
| |
|
(j) ¨ Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J). |
| |
|
(k) ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(K). |
| |
|
In connection with the closing of the Acquisition, the reporting persons sold all of the Common Stock held in the issuer to Tiptree Operating Company, LLC. |
| |
(a) |
Amount beneficially owned: |
| |
|
0 shares for each reporting person |
| |
|
0.0% for each reporting person |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 17 of 20 Pages |
| |
|
The foregoing percentage is calculated based on the 20,055,600 shares of Common Stock reported to be outstanding as of October 31, 2014 in the issuer’s quarterly report on Form 10-Q filed with the Securities
and Exchange Commission on November 12, 2014. The issuer is no longer a reporting company. |
| |
(c) |
Number of shares as to which such person has: |
| |
(i) |
sole power to vote or to direct the vote: |
| |
|
0 shares for each reporting person |
| |
(ii) |
shared power to vote or to direct the vote: |
| |
|
0 shares for each reporting person |
| |
(iii) |
sole power to dispose or direct the disposition of: |
| |
|
0 shares for each reporting person |
| |
(iv) |
shared power to dispose or direct the disposition of: |
| |
|
0 shares for each reporting person |
| 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 the reporting persons have ceased to be the beneficial owners 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. |
| Item 7. |
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company. |
| Item 8. |
Identification and Classification of Members of the Group. |
| |
|
Not Applicable. The reporting persons expressly disclaim membership in a “group” as used in 13d-1(b)(1)(ii)(K). |
| Item 9. |
Notice of Dissolution of Group. |
| |
|
Not Applicable. This statement on Schedule 13G is not filed pursuant to Rule 13d-1(b) or Rule 13d-1(c). |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 18 of 20 Pages |
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and
correct. We also hereby agree to file this statement jointly pursuant to the Agreement listed on Exhibit 1 hereto.
Dated:
February 4, 2015.
|
|
|
|
|
|
|
|
|
| SUMMIT PARTNERS, L.P. By: Summit
Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS VI (GP), LLC By:
Summit Partners, L.P., its managing member By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS VI (GP), L.P. By:
Summit Partners VI (GP), LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT INVESTORS VI, L.P. By:
Summit Partners VI (GP), L.P., its general partner By: Summit Partners VI (GP), LLC, its general partner
By: Summit Partners, L.P., its managing member By: Summit Master
Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS SD III, LLC By:
Summit Partners, L.P., its managing member By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS SD III, L.P. By:
Summit Partners SD III, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 19 of 20 Pages |
|
|
|
|
|
|
|
|
|
| SUMMIT SUBORDINATED DEBT FUND III-A, L.P.
By: Summit Partners SD III, L.P., its general partner By: Summit
Partners SD III, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT SUBORDINATED DEBT FUND III-B, L.P.
By: Summit Partners SD III, L.P., its general partner By: Summit
Partners SD III, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS PE VII, LLC By:
Summit Partners, L.P., its managing member By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS PE VII, L.P. By:
Summit Partners PE VII, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS PRIVATE EQUITY FUND VII-A, L.P.
By: Summit Partners PE VII, L.P., its general partner By: Summit
Partners PE VII, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS PRIVATE EQUITY FUND VII-B, L.P.
By: Summit Partners PE VII, L.P., its general partner By: Summit
Partners PE VII, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
|
|
| CUSIP No.
34954W104 |
|
13G/A |
|
Page 20 of 20 Pages |
|
|
|
| * By: |
|
/s/ Robin W. Devereux |
|
|
Robin W. Devereux Power of
Attorney** |
| ** |
Pursuant to Powers of Attorney filed with the Securities and Exchange Commission as Exhibit 2 to the statement on Schedule 13G filed by the reporting persons on February 8, 2011. |
Exhibit 1
AGREEMENT
Pursuant to
Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of
shares of Fortegra Financial Corporation.
This agreement may be executed in any number of counterparts, each of which shall be deemed an
original.
EXECUTED this 4th day of February 2015.
|
|
|
|
|
|
|
|
|
| SUMMIT PARTNERS, L.P. By: Summit
Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS VI (GP), LLC By:
Summit Partners, L.P., its managing member By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS VI (GP), L.P. By:
Summit Partners VI (GP), LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT INVESTORS VI, L.P. By:
Summit Partners VI (GP), L.P., its general partner By: Summit Partners VI (GP), LLC, its general partner
By: Summit Partners, L.P., its managing member By: Summit Master
Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS SD III, LLC By:
Summit Partners, L.P., its managing member By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS SD III, L.P. By:
Summit Partners SD III, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
|
|
|
|
|
|
| SUMMIT SUBORDINATED DEBT FUND III-A, L.P.
By: Summit Partners SD III, L.P., its general partner By: Summit
Partners SD III, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT SUBORDINATED DEBT FUND III-B, L.P.
By: Summit Partners SD III, L.P., its general partner By: Summit
Partners SD III, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS PE VII, LLC By:
Summit Partners, L.P., its managing member By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS PE VII, L.P. By:
Summit Partners PE VII, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| SUMMIT PARTNERS PRIVATE EQUITY FUND VII-A, L.P.
By: Summit Partners PE VII, L.P., its general partner By: Summit
Partners PE VII, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
SUMMIT PARTNERS PRIVATE EQUITY FUND VII-B, L.P.
By: Summit Partners PE VII, L.P., its general partner By: Summit
Partners PE VII, LLC, its general partner By: Summit Partners, L.P., its managing member
By: Summit Master Company, LLC, its general partner |
|
|
|
|
|
| By: |
|
* |
|
|
|
By: |
|
* |
|
|
Member |
|
|
|
|
|
Member |
|
|
|
| * By: |
|
/s/ Robin W. Devereux |
|
|
Robin W. Devereux Power of
Attorney** |
| ** |
Pursuant to Powers of Attorney filed with the Securities and Exchange Commission as Exhibit 2 to the statement on Schedule 13G filed by the reporting persons on February 8, 2011. |
The Fortegra (NYSE:FRF)
Historical Stock Chart
From Nov 2024 to Dec 2024
The Fortegra (NYSE:FRF)
Historical Stock Chart
From Dec 2023 to Dec 2024
