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Filing Details

Accession Number:
0000919574-19-001439
Form Type:
13G Filing
Publication Date:
2019-02-14 09:58:42
Filed By:
Hound Partners
Company:
Cargurus Inc.
Filing Date:
2019-02-14
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Hound Partners 0 5,532,298 0 5,532,298 5,532,298 6.19%
Hound Performance 0 5,356,992 0 5,356,992 5,356,992 5.99%
Jonathan Auerbach 0 5,532,298 0 5,532,298 5,532,298 6.19%
Filing

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

SCHEDULE 13G

(Rule 13d-102)

 

 

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)

 

(Amendment No. )

 

 

CarGurus, Inc.
(Name of Issuer)
 
 
Common Stock
(Title of Class of Securities)
 
 
141788109
(CUSIP Number)
 
 
December 31, 2018
(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[x ] Rule 13d-1(b)

[ ] Rule 13d-1(c)

[_] Rule 13d-1(d)

 

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 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. 141788109    
     
1. NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
     
  Hound Partners, LLC  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  [_]
    (b)  [X]
     
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  
     
 

5,532,298

 

 
     
7. SOLE DISPOSITIVE POWER  
     
  0  
     
8. SHARED DISPOSITIVE POWER  
     
 

5,532,298

 

 
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
     
 

5,532,298

 

 
     
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)  
     
  6.19%  
     
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)  
     
  OO  
         

 

 

 

CUSIP No. 141788109    
     
1. NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
     
  Hound Performance, LLC  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  [_]
    (b)  [X]
     
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  
     
  5,356,992  
     
7. SOLE DISPOSITIVE POWER  
     
  0  
     
8. SHARED DISPOSITIVE POWER  
     
  5,356,992  
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
     
  5,356,992  
     
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)  
     
  5.99%  
     
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)  
     
  OO  
         

 

 

 

CUSIP No. 141788109    
     
1. NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
     
  Jonathan Auerbach*  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)  [_]
    (b)  [X]
     
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  
     
 

5,532,298

 

 
     
7. SOLE DISPOSITIVE POWER  
     
  0  
     
8. SHARED DISPOSITIVE POWER  
     
 

5,532,298

 

 
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
     
 

5,532,298

 

 
     
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)  
     
  6.19%  
     
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)  
     
  IN  
         

 

 

 

CUSIP No. 141788109  

 

Item 1. (a). Name of Issuer:
     
    CarGurus, Inc.
     
  (b). Address of issuer's principal executive offices:
     
   

2 Canal Park, 4th Floor

Cambridge, Massachusetts

     
Item 2. (a)-(c). Name Principal Business Address, and Citizenship of Person Filing:
     
   

Hound Partners, LLC

101 Park Avenue, 48th Floor

New York, NY 10178

     
   

Hound Performance, LLC

101 Park Avenue, 48th Floor

New York, NY 10178

     
   

Jonathan Auerbach

101 Park Avenue, 48th Floor

New York, NY 10178

     
     
Item 2. (d) Title of class of securities:
     
    Common Stock, $.001 Par Value
     
Item 2. (e). CUSIP No.:
     
    141788109

 

Item 3. If This Statement is Filed Pursuant to Rule 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 Exchange Act.
       
  (b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act.
       
  (c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange Act.
       
  (d) [_] Investment company registered under Section 8 of the Investment Company Act.
       
  (e) [x] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
       
  (f) [_] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
       
  (g) [x] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
       
  (h) [_] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
       
  (i) [_] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
       
  (j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

 

 

 

Item 4. Ownership.
   
  Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
       
  (a) Amount beneficially owned:  
       
    Hound Partners, LLC 5,532,298 shares
    Hound Performance, LLC 5,356,992 shares
    Jonathan Auerbach 5,532,298 shares
       
       
  (b) Percent of class:  
       
    Hound Partners, LLC 6.19%
    Hound Performance, LLC 5.99%
    Jonathan Auerbach 6.19%
       
       
  (c) Number of shares as to which such person has:  
       
    (i) Sole power to vote or to direct the vote  
       
    Hound Partners, LLC 0 shares
    Hound Performance, LLC 0 shares
    Jonathan Auerbach 0 shares
       
       
    (ii) Shared power to vote or to direct the vote  
       
    Hound Partners, LLC 5,532,298 shares
    Hound Performance, LLC 5,356,992 shares
    Jonathan Auerbach 5,532,298 shares
       
       
    (iii) Sole power to dispose or to direct the disposition of  
       
    Hound Partners, LLC 0 shares
    Hound Performance, LLC 0 shares
    Jonathan Auerbach 0 shares
       
       
    (iv) Shared power to dispose or to direct the disposition of  
       
    Hound Partners, LLC 5,532,298 shares
    Hound Performance, LLC 5,356,992 shares
    Jonathan Auerbach 5,532,298 shares
       

 

 

 

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 person has ceased to be the beneficial owner of more than five percent of the class of securities check the following [ ].
 

 

N/A

   
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
   
  If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
   
  All of the securities reported in this Schedule 13G are owned by advisory clients of Hound Partners, LLC. None of these clients own more than five percent of the outstanding shares of the class reported herein.
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
   
  If a parent holding company or Control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
   
  See Exhibit B attached hereto.
   
Item 8. Identification and  Classification  of Members of the Group.
   
  If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group.  If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
   
  N/A
   
Item 9. Notice of Dissolution of Group.
   
  Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity.  See Item 5.
   
  N/A
   
Item 10. Certifications.
   
  By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
   

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

  February 14, 2019
  (Date)
   
   
  HOUND PARTNERS, LLC (1)
   
  By: /s/ Courtney Lewis
    Courtney Lewis, Authorized Person
   
  HOUND PERFORMANCE, LLC (1)
   
   
  By: /s/ Courtney Lewis
    Courtney Lewis, Authorized Person
     
     
  /s/ Jonathan Auerbach (1)
  JONATHAN AUERBACH

 

 

 

(1) The Reporting Persons disclaim beneficial ownership except to the extent of their pecuniary interest therein.

 

EXHIBIT A

 

AGREEMENT

 

 

The undersigned agree that this to Schedule 13G, dated February 14, 2019 relating to the Common Stock, of CarGurus, Inc. shall be filed on behalf of the undersigned.

 

 

 

  February 14, 2019
  (Date)
   
   
  HOUND PARTNERS, LLC
   
  By: /s/ Courtney Lewis
    Courtney Lewis, Authorized Person
   
  HOUND PERFORMANCE, LLC
   
   
  By: /s/ Courtney Lewis
    Courtney Lewis, Authorized Person
     
     
  /s/ Jonathan Auerbach
  JONATHAN AUERBACH

 

 

 

 

EXHIBIT A

 

Hound Partners, LLC is the relevant entity for which Jonathan Auerbach may be considered a control person.