UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
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, no par value
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(Title of Class of Securities)
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G21810109
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(CUSIP Number)
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Julia Wallon
Selige Co-Investor Pooling S.C.Sp
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1 Route d’Esch, L-1470
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Luxembourg
+ 352 28 66 90 97 28
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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December 31, 2020
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(Date of Event which Requires Filing of this Statement)
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With Copy to:
James McDonald
Skadden, Arps, Slate, Meagher & Flom (UK) LLP
40 Bank Street
London E14 5DS
United Kingdom
+44 20 7519 7000
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
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*
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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 disclosures provided in a prior cover page.
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The information required on 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, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).
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CUSIP No. G21810109
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Schedule 13D/A
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Page 2 of 12 Pages
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Selige Co-Investor Pooling Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7 SOLE VOTING POWER
0
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8 SHARED VOTING POWER
38,089,963.0
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9 SOLE DISPOSITIVE POWER
0
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10 SHARED DISPOSITIVE POWER
38,089,963.0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
38,089,963.0
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 6.3% of ordinary shares*
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14
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TYPE OF REPORTING PERSON
OO
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*
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Based on 605,956,711 ordinary shares outstanding as of October 26, 2020, as reported in the Issuer’s Form 10-Q filed with the Securities
and Exchange Commission on October 29, 2020.
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CUSIP No. G21810109
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Schedule 13D/A
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Page 3 of 12 Pages
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Selige Co-Investor Pooling S.C.Sp
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7 SOLE VOTING POWER
0
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8 SHARED VOTING POWER
38,089,963.0
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9 SOLE DISPOSITIVE POWER
0
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10 SHARED DISPOSITIVE POWER
38,089,963.0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
38,089,963.0
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 6.3% of ordinary shares*
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14
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TYPE OF REPORTING PERSON
OO
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*
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Based on 605,956,711 ordinary shares outstanding as of October 26, 2020, as reported in the Issuer’s Form 10-Q filed with the Securities
and Exchange Commission on October 29, 2020.
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CUSIP No. G21810109
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Schedule 13D/A
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Page 4 of 12 Pages
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1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Castik Capital S.à r.l.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7 SOLE VOTING POWER
0
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8 SHARED VOTING POWER
38,089,963.0
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9 SOLE DISPOSITIVE POWER
0
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10 SHARED DISPOSITIVE POWER
38,089,963.0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
38,089,963.0
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Approximately 6.3% of ordinary shares*
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14
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TYPE OF REPORTING PERSON
OO
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*
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Based on 605,956,711 ordinary shares outstanding as of October 26, 2020, as reported in the Issuer’s Form 10-Q filed with the Securities
and Exchange Commission on October 29, 2020.
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CUSIP No. G21810109
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Schedule 13D/A
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Page 5 of 12 Pages
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Item 1. Security and Issuer.
This Amendment No. 1 (this “Amendment”)
to the Statement on Schedule 13D relates to the ordinary shares of Clarivate plc (the “Shares”), a public limited company organized under the laws of the Island of
Jersey (the “Issuer”), with its principal executive offices located at Friars House, 160 Blackfriars Road, London SE1 8EZ, United Kingdom. The initial statement on
Schedule 13D was previously filed jointly by Selige Co-Investor Pooling Limited, Selige Co-Investor Pooling S.C.Sp, Castik Capital S.à r.l on October 13, 2020 (the “Statement”).
Item 2. Identity and Background.
Item 2 is hereby amended and restated in its entirety with the following:
This Amendment is being filed jointly by the following persons (each, a “Reporting Person” and, collectively, the “Reporting Persons”):
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Selige Co-Investor Pooling Limited, a company organized under the laws of Jersey (“Selige”);
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Selige Co-Investor Pooling S.C.Sp, a société en commandite spéciale organized
under the laws of Luxembourg; and
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Castik Capital S.à r.l., a société à responsabilité limitée company organized
under the laws of Luxembourg (“Castik Capital”).
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Selige has its registered office at 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands. The principal business
of Selige is to function as a holding company. Current information concerning the identity and background of the directors and officers of Selige is set forth in Annex A hereto, which is incorporated by reference in response to this Item 2.
Selige Co-Investor Pooling S.C.Sp has its registered office at 1 Route d’Esch, L-1470 Luxembourg. The principal business of
Selige Co-Investor Pooling S.C.Sp is to function as a holding company. Selige Co-Investor Pooling S.C.Sp is the sole shareholder of Selige and, in such capacity, may be deemed to be the beneficial owner of the Shares beneficially owned by Selige.
Current information concerning the identity and background of the directors and officers of Selige Co-Investor Pooling S.C.Sp is set forth in Annex A hereto, which is incorporated by reference in response to this Item 2.
Castik Capital has its registered address at 1 Route d’Esch, L-1470 Luxembourg. The principal business of Castik Capital is
to function as a manager of private equity funds that identifies and develops investment opportunities across Europe. Funds under the management of Castik Capital are shareholders of Co-Investor Pooling S.C.Sp and, in such capacity, may be deemed to
be the beneficial owner of the Shares beneficially owned by Selige Co-Investor Pooling S.C.Sp. Several of the Limited Partners invested into funds managed by Castik Capital S.à r.l. are co-investors in Selige Co-Investor Pooling S.C.Sp. Current
information concerning the identity and background of the directors and officers of Castik Capital is set forth in Annex A hereto, which is incorporated by reference in response to this Item 2.
During the past five years, none of the Reporting Persons and, to the best of the Reporting Persons’ knowledge, no other
person identified in response to this Item 2, including those persons identified in Annex A, has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to any civil proceeding of a judicial
or administrative body of competent jurisdiction as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities
laws, or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 is hereby amended and restated in its entirety as follows:
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CUSIP No. G21810109
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Schedule 13D/A
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Page 6 of 12 Pages
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The Support Agreement as defined and described in Item 4 of this Schedule 13D/A was entered into by and among Castik Capital,
the Issuer, the Indirect Sellers (as defined in the Support Agreement) (including Selige), the Sponsors (as defined in the Support Agreement) and the Seller Aggregator (as defined in the Support Agreement). Each of the Indirect Sellers, the Sponsors
and the Seller Aggregator entered into the Support Agreement as an inducement to the Buyer Parties’ (as defined in the Support Agreement) willingness to enter into the Purchase Agreement described in Item 4 of this Schedule 13D/A (the terms of which
are hereby incorporated by reference). No payments were made by or on behalf of the Reporting Persons in connection with the execution of the Support Agreement.
Item 4. Purpose of Transaction.
Item 4 is hereby amended and restated
in its entirety with the following:
As disclosed in the Statement, pursuant to the terms of a Purchase Agreement, dated July 29, 2020, by and among the Issuer,
Redtop Holdings Limited, as seller, and others (the “Purchase Agreement”), the Issuer agreed to acquire CPA Global, an intellectual property software management and
technology-enabled services company, in exchange for newly issued shares of the Issuer (the “Transaction”). Under the Purchase Agreement, the Issuer issued up to
218,306,663 Shares to the Seller, representing roughly 35% pro forma fully diluted ownership of the Issuer, as consideration to purchase 100% of the
equity interest in CPA Global. Prior to the completion of the Transaction on October 1, 2020 (“Closing”), funds advised by Castik Capital were major shareholders of
CPA Global.
In connection with the Transaction, several other transaction agreements were contemplated in conjunction with the Purchase
Agreement (together, with the Purchase Agreement, the “Transaction Agreements”), including (i) the Support Agreement, (ii) the Investor Rights Agreement and (ii) the
Registration Rights Agreement (as defined in the Transaction Agreements).
The Reporting Persons acquired the securities described in the Statement for investment
purposes and they intend to review their investments in the Issuer on a continuing basis.
Set forth below is a description of each of the above agreements.
Support Agreement
As part of the Transaction, the Issuer, Castik Capital (of which several of the funds under its management, alongside other
co-investors, held an estimated 20% ownership interest in CPA Global), several Indirect Sellers and others entered into the Support Agreement. Castik Capital is party to the Support Agreement as a Sponsor to certain Indirect Sellers. Selige is also a
party to the Support Agreement as an Indirect Seller (as it is ultimately controlled by Castik Capital). The Support Agreement was terminated in accordance with its terms following Closing.
Investor Rights Agreement
At Closing, the Issuer entered into the Investor Rights Agreement with the Seller and certain shareholders of the Issuer,
including the Castik Investor. The Investor Rights Agreement establishes the rights, responsibilities, arrangements and restrictions with respect to the parties’ ownership of the Issuer’s shares, the governance of the Issuer and other related
matters.
Due to the terms of the Investor Rights Agreement, Castik Capital is still subject to a lock-up in respect of its ownership
of the Shares, prohibiting them from transferring or disposing the Shares until October 1, 2021, subject to certain exceptions. Consequently, Castik Capital’s beneficial ownership interest in the Shares remains unchanged since the date of the
Statement. However, Castik Capital may consider disposing its Shares following the lock-up.
In connection with a registered sale of the Shares, the Investor Rights Agreement prohibits the Castik Investor, its
permitted transferees under the Investor Rights Agreement and Castik Capital (together with all
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CUSIP No. G21810109
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Schedule 13D/A
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Page 7 of 12 Pages
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investment funds or vehicles controlled, managed or advised by Castik Capital) (collectively, the “Castik Group”) from, inter alia, acquiring or agreeing to acquire any of the Issuer’s securities or any assets of the Issuer or its subsidiaries. However, the restrictions under the standstill will cease to
apply to the Castik Group on the day its aggregate ownership interest of the Issuer’s shares is less than 5% (which will likely be after October 1, 2021, given the lock-up), but such restrictions do not affect or limit the Castik Group’s ability to
hold or vote its Shares or its rights under the Investor Rights Agreement.
Registration Rights Agreement
At Closing and in connection with the entry into the Purchase Agreement, the Issuer and several other investors, among
others, entered into the Registration Rights Agreement, pursuant to which the Issuer provided Castik Capital with demand and piggyback registration rights with respect to certain of the Shares which may be disposed of through a registered offering
(the “Registrable Securities”). Since its beneficial ownership interest remains unchanged as of the date of the Statement, Castik Capital, acting with certain other
shareholders of the Issuer (which include (i) their respective permitted transferees under the Registration Rights Agreement that hold Registrable Securities and (ii) those persons whose names appear under the respective signature pages of such
Investors thereto in the Registration Rights Agreement), will still be entitled to cause the Issuer to register its ordinary shares for registered resales under the Securities Act of 1993 (the “Securities Act”) upon the expiration of the lock-up period described above.
Under the terms of the Registration Rights Agreement, the Issuer must prepare and cause to be declared effective by October
1, 2021 a prospectus supplement and/or post-effective amendment to its existing shelf registration statement (or prepare and file an altogether new registration statement to effect the sale or distribution of Registrable Securities) of all
Registrable Securities on a delayed or continuous basis.
The foregoing description of the Purchase Agreement, the Investor Rights Agreement, the Registration Rights Agreement and the
Support Agreement does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, the Investor Rights Agreement and the Registration Rights Agreement filed as Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3,
respectively, hereto and incorporated by reference herein.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated in its entirety as follows:
(a), (b)
Beneficial ownership of the Shares is being reported hereunder solely because the Reporting Persons may be deemed to have
beneficial ownership of such shares as a result of certain provisions contained in the Transaction Agreements described in this Schedule 13D/A.
As defined in the Transaction Agreements, the Kevlar Investors, the Onex Investors, the Baring Investors and the Churchill
Founders (which include (i) their respective permitted transferees under the Registration Rights Agreement that hold Registrable Securities and (ii) those persons whose names appear under the respective signature pages of such Investors thereto in
the Registration Rights Agreement) (as described in Item 4) may be deemed to constitute a 'person' or 'group' within the meaning of Section 13(d)(3) of the Exchange Act. The Reporting Persons disclaim beneficial ownership of the securities reported
herein, and neither the filing of this Schedule 13D/A nor any of its content shall be construed as an admission of such beneficial ownership. Membership in any group is also hereby expressly disclaimed.
The Reporting Persons may be deemed to be the beneficial owner of 38,089,963 Shares of the Issuer, representing approximately
6.3% of the issued and outstanding Shares of the Issuer.
The Reporting Persons may be deemed to have the sole power to vote or direct the vote, and sole power to dispose or direct
the disposition of, 38,089,963 Shares of the Issuer, representing approximately 6.3% of the issued and outstanding Shares of the Issuer.
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CUSIP No. G21810109
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Schedule 13D/A
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Page 8 of 12 Pages
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Except as set forth in this Item 5, to the knowledge of the Reporting Persons, none of the persons named in Schedule A
beneficially owns any shares in the Issuer.
(c)
Except for the agreements described in this Schedule 13D/A, to the knowledge of the Reporting Persons, no transactions in
the class of securities reported have been effected during the past 60 days by any person named in Schedule A or Item 5(a).
(d)
Neither the Reporting Persons and, to the best knowledge of the Reporting Persons, no person other than the applicable
investors of the Issuer described in this Schedule 13D/A, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities of the Issuer reported herein.
(e)
Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
Item 6 is hereby supplemented with the information reported in response to Item 4 hereto, which is incorporated by reference
in response to this Item 6.
Item 7. Material to be Filed as Exhibits.
Item 7 of the Statement is hereby amended and supplemented as follows:
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Exhibit No.
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Description
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Exhibit 99.1
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Purchase Agreement, dated July 29, 2020, between and among Redtop Holdings Limited, Camelot U.K. Bidco Limited, Clarivate IP (US)
Holdings Corporation and Clarivate plc (incorporated by reference to Exhibit 2.1 of the Form 8-K filed by the Issuer with the Securities and Exchange Commission on July 29, 2020)*
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Exhibit 99.2
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Form of Investor Rights Agreement between and among Clarivate plc, Capri Acquisitions Topco Limited, Redtop Holdings Limited and the
other persons whose names appear on the signature pages thereto (incorporated by reference to Exhibit 10.1 of the Form 8-K filed by the Issuer with the Securities and Exchange Commission on July 29, 2020)*
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Exhibit 99.3
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Form of Registration Rights Agreement between and among Clarivate plc and the other persons whose names appear on the signature pages
thereto (incorporated by reference to Exhibit 10.2 of the Form 8-K filed by the Issuer with the Securities and Exchange Commission on July 29, 2020)*
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Exhibit 99.4
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Joint Filing Agreement, dated October 13, 2020, by and among the Reporting Persons*
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* Filed with the Statement on October 13, 2020
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CUSIP No. G21810109
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Schedule 13D/A
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Page 9 of 12 Pages
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SIGNATURES
After reasonable inquiry and to the best of his or her knowledge and belief, each of the undersigned certifies that the
information in this Statement is true, complete and correct.
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Date: February 16, 2021
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SELIGE CO-INVESTOR POOLING LIMITED
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By:
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/s/ Michal Pawlica
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Name:
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Michal Pawlica
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Title:
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Director
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Date: February 16, 2021
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SELIGE CO-INVESTOR POOLING S.C.SP
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By:
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/s/ Morgan Pacalin
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Name:
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Morgan Pacalin
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Title:
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Manager
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SELIGE CO-INVESTOR POOLING S.C.SP
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By:
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/s/ Dan Arendt
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Name:
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Dan Arendt
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Title:
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Manager
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Date: February 16, 2021
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CASTIK CAPITAL S.À R.L.
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By:
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/s/ Julia Wallon
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Name:
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Julia Wallon
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Title:
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Manager
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CASTIK CAPITAL S.À R.L.
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By:
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/s/ Dan Arendt
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Name:
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Dan Arendt
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Title:
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Manager
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CUSIP No. G21810109
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Schedule 13D/A
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Page 10 of 12 Pages
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ANNEX A
Selige Co-Investor Pooling Limited
Selige is a a company incorporated in Jersey with its registered office at 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands.
During the past five years, Selige has not been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanours)
or (ii) a party to any judicial or administrative proceedings (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or final order enjoining Selige from future violations of, or prohibiting
activities subject to, U.S. federal or state securities laws, or a finding of any violation of U.S. federal or state securities laws.
The directors and executive officers of Selige and their respective positions, principal occupation and business addresses are identified below:
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Name and Present Position with Selige
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Citizenship
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Principal Occupation / Business Address(es)
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Paul Anderson
Director
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UK
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Head of Management Incentives of Mourant Governance Services, 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands
Director of Selige Co-Investor Pooling Limited, 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands
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Michal Pawlica
Director
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Poland
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Director, Client Services of Mourant Governance Services, 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands
Director of Selige Co-Investor Pooling Limited, 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands
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Michael Phillips
Director
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Canada
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Manager of Castik Capital S.à r.l., 1 Route
d’Esch, L-1470 Luxembourg
Director of Selige Co-Investor Pooling Limited, 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands
Manager of Selige Co-Investor Pooling S.C.Sp, 1 Route d’Esch, L-1470 Luxembourg
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To the best of Selige’s knowledge, during the past five years none of the individuals above has been (i) convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or (ii) a party to any judicial or administrative proceedings (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or final order enjoining
the person from future violations of, or prohibiting activities subject to, U.S. federal or state securities laws, or a finding of any violation of U.S. federal or state securities laws.
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CUSIP No. G21810109
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Schedule 13D/A
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Page 11 of 12 Pages
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Selige Co-Investor Pooling S.C.Sp
Selige Co-Investor Pooling S.C.Sp is a société en
commandite spéciale, whose registered office is located at 1 Route d’Esch, L-1470 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies Register (R.C.S. Luxembourg) under number B 23224.
During the past five years, Selige Co-Investor Pooling S.C.Sp has not been (i) convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanours) or (ii) a party to any judicial or administrative proceedings (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or final order enjoining Selige Co-Investor Pooling
S.C.Sp from future violations of, or prohibiting activities subject to, U.S. federal or state securities laws, or a finding of any violation of U.S. federal or state securities laws.
The directors and executive officers of Selige Co-Investor Pooling S.C.Sp and their respective positions, principal occupation and business
addresses are identified below:
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Name and Present Position with Selige Co-Investor Pooling S.C.Sp
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Citizenship
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Principal Occupation / Business Address(es)
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Michael Phillips
Manager
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Canada
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Manager of Castik Capital S.à r.l., 1 Route
d’Esch, L-1470 Luxembourg
Director of Selige Co-Investor Pooling Limited, 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands
Manager of Selige Co-Investor Pooling S.C.Sp, 1 Route d’Esch, L-1470 Luxembourg
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Dan Arendt
Manager
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Luxembourg
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Advisory Partner of Castik Capital S.à r.l.,
1 Route d’Esch, L-1470 Luxembourg
Manager of Castik Capital S.à r.l., 1 Route
d’Esch, L-1470 Luxembourg
Manager of Selige Co-Investor Pooling S.C.Sp, 1 Route d’Esch, L-1470 Luxembourg
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Morgan Pacalin
Manager
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France
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Financial Controller of Castik Capital S.à
r.l., 1 Route d’Esch, L-1470 Luxembourg
Manager of Selige Co-Investor Pooling S.C.Sp, 1 Route d’Esch, L-1470 Luxembourg
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To the best of Selige Co-Investor Pooling S.C.Sp’s knowledge, during the past five years none of the individuals above has been (i) convicted in
a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to any judicial or administrative proceedings (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or
final order enjoining the person from future violations of, or prohibiting activities subject to, U.S. federal or state securities laws, or a finding of any violation of U.S. federal or state securities laws.
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CUSIP No. G21810109
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Schedule 13D/A
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Page 12 of 12 Pages
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Castik Capital S.à r.l.
Castik Capital is a Luxembourg company (a société à
responsabilité limitée), with its registered address at 1 Route d’Esch, L-1470 Luxembourg.
During the past five years, Castik Capital has not been (i) convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanours) or (ii) a party to any judicial or administrative proceedings (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or final order enjoining Castik Capital from future violations
of, or prohibiting activities subject to, U.S. federal or state securities laws, or a finding of any violation of U.S. federal or state securities laws.
The directors and executive officers of Castik Capital and their respective positions, principal occupation and business addresses are
identified below:
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Name and Present Position with Castik Capital
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Citizenship
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Principal Occupation / Business Address(es)
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Michael Phillips
Manager and Investment Partner
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Canada
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Manager of Castik Capital S.à r.l., 1 Route
d’Esch, L-1470 Luxembourg
Director of Selige Co-Investor Pooling Limited, 22 Grenville Street, St. Helier, Jersey JE4 8PX, Channel Islands
Manager of Selige Co-Investor Pooling S.C.Sp, 1 Route d’Esch, L-1470 Luxembourg
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Dan Arendt
Manager and Advisory Partner
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Luxembourg
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Advisory Partner of Castik Capital S.à r.l.,
1 Route d’Esch, L-1470 Luxembourg
Manager of Castik Capital S.à r.l., 1 Route
d’Esch, L-1470 Luxembourg
Manager of Selige Co-Investor Pooling S.C.Sp, 1 Route d’Esch, L-1470 Luxembourg
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Julia Wallon
Manager and Finance Director
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Germany
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Finance Director of Castik Capital S.à r.l.,
1 Route d’Esch, L-1470 Luxembourg
Manager of Castik Capital S.à r.l., 1 Route
d’Esch, L-1470 Luxembourg
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To the best of Castik Capital’s knowledge, during the past five years none of the individuals above has been (i) convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to any judicial or administrative proceedings (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or final order
enjoining the person from future violations of, or prohibiting activities subject to, U.S. federal or state securities laws, or a finding of any violation of U.S. federal or state securities laws.