GEI VII Capri AIV Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Green Equity Investors VII, L.P.

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/30/2020

3. Issuer Name and Ticker or Trading Symbol
CLARIVATE Plc [ CCC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	33,531,873	I	See footnote.⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Ordinary Shares	46,939,141	I	See footnote.⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾
Ordinary Shares	6,191,971	I	See footnote.⁽²⁾⁽³⁾⁽⁴⁾⁽⁶⁾
Ordinary Shares	27,901,017	I	See footnote.⁽²⁾⁽³⁾⁽⁴⁾⁽⁷⁾
Ordinary Shares	120,338	I	See footnote.⁽²⁾⁽³⁾⁽⁴⁾⁽⁸⁾
Ordinary Shares	1,180,092	I	See footnote.⁽²⁾⁽³⁾⁽⁴⁾⁽⁹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

1. Name and Address of Reporting Person^*

Green Equity Investors VII, L.P.

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Green Equity Investors Side VII, L.P.

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Capri Coinvest LP

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Capri Acquisitions Topco Ltd

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GEI VII Capri Holdings, LLC

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

LGP Associates VII-A LLC

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

LGP Associates VII-B LLC

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GEI Capri VII, LLC

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GEI VII Capri AIV, L.P.

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GEI Capital VII, LLC

(Last)

(First)

(Middle)

11111 SANTA MONICA BOULEVARD, SUITE 2000

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

Explanation of Responses:

1. Represents Ordinary Shares of the Issuer held by Capri Acquisitions Topco Limited ("Topco") on behalf of Green Equity Investors VII, L.P. ("GEI VII") through GEI VII Capri Holdings, LLC ("Holdings"), of which GEI VII is a member.

2. GEI Capital VII, LLC ("Capital") is the general partner of GEI VII, Green Equity Investors Side VII, L.P. ("GEI Side VII"), and GEI VII Capri AIV, L.P. ("AIV"). Leonard Green & Partners, L.P. ("LGP") is the management company of GEI VII and GEI Side VII, and an affiliate of Capital. LGP Management, Inc. ("LGPM") is the general partner of LGP. LGPM is the manager of GEI Capri VII, LLC ("Capri VII"), which is a member of Holdings. Peridot Coinvest Manager LLC ("Peridot") is the manager of Holdings, the management company of each of LGP Associates VII-A LLC ("Associates VII-A") and LGP Associates VII-B LLC ("Associates VII-B"), and the general partner of Capri Coinvest LP ("Coinvest").

3. Each of GEI VII, GEI Side VII, AIV, Coinvest, Associates VII-A, Associates VII-B, Topco, Holdings, Capital, Capri VII, LGP, LGPM, and Peridot, directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the Ordinary Shares held by Topco on behalf of GEI VII, GEI Side VII, AIV, Coinvest, Associates VII-A, and Associates VII-B (together, the "Investors") and, therefore, a "ten percent holder" hereunder.

4. Each of the Reporting Persons disclaims beneficial ownership of the Ordinary Shares reported herein and not held for record by such Reporting Person, except to the extent of its pecuniary interest therein. This report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities not held of record by the respective Reporting Person, for purposes of Section 16 or for any other purpose.

5. Represents Ordinary Shares of the Issuer held by Topco on behalf of GEI Side VII through Holdings, of which GEI Side VII is a member.

6. Represents Ordinary Shares of the Issuer held by Topco on behalf of AIV through Holdings, of which AIV is a member.

7. Represents Ordinary Shares of the Issuer held by Topco on behalf of Coinvest through Holdings, of which Coinvest is a member.

8. Represents Ordinary Shares of the Issuer held by Topco on behalf of Associates VII-A through Holdings, of which Associates VII-A is a member.

9. Represents Ordinary Shares of the Issuer held by Topco on behalf of Associates VII-B through Holdings, of which Associates VII-B is a member.

Remarks:

This report is a voluntary filing under Section 16 of the Securities Exchange Act of 1934, as amended, as the Issuer qualifies as a foreign private issuer under the rules of the Securities Exchange Commission until December 31, 2020, after which the reporting persons shall be subject to Section 16 of the Securities Exchange Act of 1934. Mr. Usama Cortas is a member of the board of directors of the Issuer, and a partner of LGP, which is an affiliate of the other reporting persons (the "LGP Entities"). Accordingly, Mr. Cortas may be determined to represent the interests of the LGP Entities on the board of directors of the Issuer, and accordingly, the LGP Entities may be deemed to be a director for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. Form 1 of 2. Exhibit 24 - Power of Attorney

	/s/ Andrew Goldberg, attorney-in-fact	12/30/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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GEI VII Capri AIV Form 3Initial statement of insider ownership