Form 4: Bain Capital Entities Adjust Waystar Holdings Ownership Through Internal Share Transfer
SEC Form 4 Filing
Bain Capital entities executed an internal transfer of Waystar Holding Corp. shares, resulting in a change in direct ownership between related investment vehicles.
Summary
- Bain Capital entities, including BCPE Derby Investor, LP and BCPE Derby SPV, LP, engaged in a transaction involving the transfer of Waystar Holding Corp. ordinary shares.
- On December 12, 2024, 23,936,936 shares were transferred from BCPE Derby Investor, LP to BCPE Derby SPV, LP.
- This transfer was facilitated by a distribution of shares to Bain Capital Fund XI, L.P., followed by an immediate contribution to BCPE Derby SPV, LP.
- Following the transaction, BCPE Derby Investor, LP directly owns 4,043,481 shares, and BCPE Derby SPV, LP directly owns 27,980,417 shares.
- The transaction was exempt from Section 16 reporting requirements under Rule 16a-13.
Sentiment
Score: 7
Explanation: The document reflects a routine internal transaction, which is neutral to slightly positive as it indicates active management of holdings. There is no indication of any negative sentiment.
Industry Context
This type of internal share transfer is common among private equity firms managing multiple investment vehicles and does not indicate a change in overall ownership by Bain Capital.
Comparison to Industry Standards
- Private equity firms frequently use multiple investment vehicles to manage their holdings, and internal transfers like this are a standard practice.
- Similar transactions can be seen across the industry when firms rebalance their portfolios or consolidate holdings.
- This transaction is not unusual when compared to other private equity firms' management of their investments.
Stakeholder Impact
- The transaction is unlikely to have a significant impact on external stakeholders as it is an internal transfer within Bain Capital's investment structure.
Key Dates
| Date | Description |
|---|---|
| 12/12/2024 | Date of the share transfer transaction. |
| 12/16/2024 | Date of filing the SEC Form 4. |
Keywords
Waystar Holding Corp, Bain Capital, share transfer, beneficial ownership, SEC Form 4, BCPE Derby Investor, BCPE Derby SPV
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