Filing Details

Accession Number:
0001140361-18-007260
Form Type:
13G Filing
Publication Date:
2018-02-13 17:14:26
Filed By:
Kkr 2006 Fund L.p.
Company:
First Data Corp
Filing Date:
2018-02-13
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
New Omaha Holdings 0 438,041,146 0 438,041,146 438,041,146 47.7%
New Omaha Holdings 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR Associates 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR Fund Holdings 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR Fund Holdings GP Limited 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR Group Holdings 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR Group Limited 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR Co 0 438,041,146 0 438,041,146 438,041,146 47.7%
KKR Management 0 438,041,146 0 438,041,146 438,041,146 47.7%
Henry R. Kravis 0 438,041,146 0 438,041,146 438,041,146 47.7%
George R. Roberts 0 438,041,146 0 438,041,146 438,041,146 47.7%
Filing

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


SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 


First Data Corporation
(Name of Issuer)

Class A Common Stock, par value $0.01 per share
(Title of Class of Securities)

32008D106
(CUSIP Number)

December 31, 2017
(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)

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 disclosures provided in a prior cover page.
 
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 (“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. 32008D106
13G
Page 2 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
New Omaha Holdings 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:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 3 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
New Omaha Holdings LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)
 
 
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:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 4 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR 2006 Fund 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:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 5 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR Associates 2006 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:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 6 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR 2006 GP LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)
 
 
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:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 7 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR Fund Holdings 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:
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 8 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR Fund Holdings GP Limited
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 9 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR Group Holdings 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:
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 10 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR Group Limited
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 11 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR & Co. 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:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 12 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
KKR Management LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)
   
(b)
 
 
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:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 13 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
Henry R. Kravis
 
 
 
 
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
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
IN
 
 
 
 
 
CUSIP No. 32008D106
13G
Page 14 of 20 Pages
 
1
NAMES OF REPORTING PERSONS:
 
 
 
 
George R. Roberts
 
 
 
 
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
 
 
 
 
6
SHARED VOTING POWER:
 
 
438,041,146
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
438,041,146
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
438,041,146
 
 
 
 
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):
 
 
47.7%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
IN
 
 
 
 
 
 
13G
Page 15 of 20 Pages

EXPLANATORY NOTE
 
This is Amendment No. 1 to the Schedule 13G filed with the Securities and Exchange Commission on February 16, 2016 (the “Original Schedule 13G”).
 
Pursuant to Rule 13d-1(d) under the Securities Exchange Act of 1934, as amended (the “Act”), and as provided in the Joint Filing Agreement filed as Exhibit A to this Statement on Schedule 13G, each of the persons listed below under Item 2 (each a “Reporting Person” and collectively, the “Reporting Persons”), have agreed to file one statement with respect to their ownership of Class A Common Stock, par value $0.01 per share, of First Data Corporation.
 
Item 1.
 
  (a).
Name of Issuer

First Data Corporation (the “Company”)

(b).
Address of Issuer’s Principal Executive Offices:

225 Liberty Street, 29th Floor
New York, New York 10281

Item 2(a).
Name of Person Filing:

New Omaha Holdings L.P.
New Omaha Holdings LLC
KKR 2006 Fund L.P.
KKR Associates 2006 LP
KKR 2006 GP LLC
KKR Fund Holdings L.P.
KKR Fund Holdings GP Limited
KKR Group Holdings L.P.
KKR Group Limited
KKR & Co. L.P.
KKR Management LLC
Henry R. Kravis
George R. Roberts

Item 2(b).
Address of Principal Business Office, or, if none, Residence:

The principal business office for all persons filing (other than George R. Roberts) is:

c/o Kohlberg Kravis Roberts & Co. L.P.
9 West 57th Street, Suite 4200
New York, NY 10019

The principal business office for George R. Roberts is:

c/o Kohlberg Kravis Roberts & Co. L.P.
2800 Sand Hill Road, Suite 200
Menlo Park, CA 94025

Item 2(c).
Citizenship

See Item 4 of each cover page.
 
 
13G
Page 16 of 20 Pages
 
Item 2(d).
Title of Class of Securities:

Class A Common Stock, par value $0.01 per share (“Class A Common Stock”)

Item 2(e).
CUSIP Number:
32008D106

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:

Not Applicable.

Item 4.
Ownership.

(a)
Amount beneficially owned:

New Omaha Holdings L.P. may be deemed to beneficially own 438,041,146 shares of Class A Common Stock by virtue of the 438,041,146 shares of Class B Common Stock that it holds, which represents 47.7% of the total number of shares of Class A Common Stock outstanding, calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, based on 480,402,599 shares of Class A Common Stock outstanding as of September 30, 2017 as reported in the Quarterly Report on Form 10-Q of the Company for the period ended September 30, 2017, filed with the Securities and Exchange Commission on October 30, 2017, plus the number of shares of Class A Common Stock that may be received upon conversion of shares of Class B common stock of the Issuer beneficially owned by New Omaha Holdings L.P. Shares of Class B Common Stock are convertible into shares of Class A Common Stock on a one-for-one basis at any time at the option of the holder with the prior consent of the Issuer, upon the election of the holders of a majority of the then-outstanding shares of Class B Common Stock, automatically upon transfer, with certain exceptions, and upon certain other events.

Each of New Omaha Holdings LLC (as the sole general partner of New Omaha Holdings L.P.); KKR 2006 Fund L.P. (as the sole member of New Omaha Holdings LLC); KKR Associates 2006 L.P. (as the general partner of KKR 2006 Fund L.P.); KKR 2006 GP LLC (as the general partner of KKR Associates 2006 L.P.); KKR Fund Holdings L.P. (as the designated member of KKR 2006 GP LLC); KKR Fund Holdings GP Limited (as a general partner of KKR Fund Holdings L.P.); KKR Group Holdings L.P. (as a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited); KKR Group Limited (as the general partner of KKR Group Holdings L.P.); KKR & Co. L.P. (as the sole shareholder of KKR Group Limited); KKR Management LLC (as the general partner of KKR & Co. L.P.) and Messrs. Kravis and Roberts (as the designated members of KKR Management LLC) may be deemed to be the beneficial owner of any shares of Class A Common Stock beneficially owned by New Omaha Holdings L.P., but each disclaims beneficial ownership of such shares.

(b)
Percent of class:

See Item 4(a) above.
 
 
13G
Page 17 of 20 Pages
 
(c)
Number of shares as to which the Reporting Person has:

  (i)
Sole power to vote or to direct the vote:

See Item 5 of each cover page and Item 4(a) above.

(ii)
Shared power to vote or to direct the vote:

See Item 6 of each cover page and Item 4(a) above.

(iii)
Sole power to dispose or to direct the disposition of:

See Item 7 of each cover page and Item 4(a) above.

(iv)
Shared power to dispose or to direct the disposition of:

See Item 8 of each cover page and Item 4(a) above.
 
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: 

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
 
See Item 4 above. To the best knowledge of the Reporting Persons, no one other than such Reporting Persons and the partners, members, affiliates or shareholders of such Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds, from, the sale of Class A Common Stock.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
 
Not Applicable.

Item 8.
Identification and Classification of Members of the Group.
 
Not Applicable.

Item 9.
Notice of Dissolution of Group.
 
Not Applicable.

Item 10.
Certification.
 
Not Applicable.
 
 
13G
Page 18 of 20 Pages

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.
 
Dated: February 13, 2018

 
NEW OMAHA HOLDINGS L.P.
 
By: New Omaha Holdings LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Vice President, Treasurer and Secretary
 
 
NEW OMAHA HOLDINGS LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Vice President, Treasurer and Secretary
 
 
KKR 2006 FUND L.P.
 
By: KKR Associates 2006 L.P., its general partner
 
By: KKR 2006 GP LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Chief Financial Officer
 
 
KKR ASSOCIATES 2006 L.P.
 
By: KKR 2006 GP LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Chief Financial Officer
 
 
13G
Page 19 of 20 Pages
 
 
KKR 2006 GP LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Chief Financial Officer
 
 
KKR FUND HOLDINGS L.P.
 
By: KKR Group Holdings L.P., a general partner
 
By: KKR Group Limited, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Director
 
 
KKR FUND HOLDINGS GP LIMITED
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Director
 
 
KKR GROUP HOLDINGS L.P.
 
By: KKR Group Limited, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Director
 
 
KKR GROUP LIMITED
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Director
 
 
KKR & CO. L.P.
 
By: KKR Management LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Chief Financial Officer
 
 
13G
Page 20 of 20 Pages
 
 
KKR MANAGEMENT LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
    Chief Financial Officer
 
 
HENRY R. KRAVIS
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact
 
 
GEORGE R. ROBERTS
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact
 
EXHIBIT LIST

Exhibit A
Joint Filing Agreement, dated as of February 16, 2016 (previously filed with the Original Schedule 13G filed on February 16, 2016 and incorporated herein by reference)
   
Exhibit B
Power of Attorney, dated as of May 28, 2014, granted by William J. Janetschek (previously filed with the Original Schedule 13G filed on February 16, 2016 and incorporated herein by reference)
Power of Attorney, dated as of May 28, 2014, granted by Henry R. Kravis (previously filed with the Original Schedule 13G filed on February 16, 2016 and incorporated herein by reference)
Power of Attorney, dated as of May 28, 2014, granted by George R. Roberts (previously filed with the Original Schedule 13G filed on February 16, 2016 and incorporated herein by reference)