SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
_______________________
Web.com Group, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
94733A104
(CUSIP Number)
Thomas J. Murphy
c/o General Atlantic Service Company, LLC
3 Pickwick Plaza
Greenwich, Connecticut 06830
Tel. No.: (203) 629-8600
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
_______________________
May 20, 2013
(Date of Event which Requires Filing
of this Statement)
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), 1(f) or 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 Rule 13d-7 for other parties to whom copies are to be sent.
*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).
(Continued on following pages)
(Page 1 of 20 Pages)
CUSIP No. 94733A104 | SCHEDULE 13D | Page 2 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GA-NWS Investor LLC | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 3 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic Partners 83, L.P. | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 4 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP-W, LLC | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 5 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GapStar, LLC | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 6 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAPCO GmbH & Co. KG | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER 3,800,150 |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 7 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP Coinvestments CDA, L.P. | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER 3,800,150 |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 8 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP Coinvestments III, LLC | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER 3,800,150 |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 9 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP Coinvestments IV, LLC | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER 3,800,150 |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 10 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER 3,800,150 |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 11 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic GenPar, L.P. | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER 3,800,150 |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 12 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) x (b) o |
| 3 | SEC USE ONLY | |
| 4 | SOURCE OF FUNDS | |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -0- |
8 | SHARED VOTING POWER 3,800,150 |
9 | SOLE DISPOSITIVE POWER |
10 | SHARED DISPOSITIVE POWER |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |
| 14 | TYPE OF REPORTING PERSON | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 13 of 20 Pages |
Item 1. Security and Issuer.
This Amendment No. 3 (this “Amendment”) to Schedule 13D filed on November 2, 2011 as amended by Amendment No. 1 filed on May 18, 2012 and Amendment No. 2 filed on February 13, 2013 relates to the common stock, par value $0.001 per share (the “Common Stock”), of Web.com Group, Inc., a Delaware corporation (the “Company”), and is being filed to amend the Schedule 13D as specifically set forth below. The address of the principal executive office of the Company is 12808 Gran Bay Parkway West, Jacksonville, Florida 32258.
Item 2. Identity and Background.
No material change.
Item 3. Source and Amount of Funds or Other Consideration.
No material change.
Item 4. Purpose of Transaction.
Item 4 is hereby supplemented as follows:
GA Investor sold 2,000,000 shares of Common Stock pursuant to Rule 144 on May 20, 2013 at a price of $21.43 per share.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated as follows:
(a) As of the date hereof, GA Investor owns of record 3,800,150 shares of Common Stock, representing 7.64% of the Company’s issued and outstanding shares of Common Stock (based upon a total of 49,727,895 shares of Common Stock stated to be outstanding by the Company as of April 29, 2013 as reported in the Form 10-Q filed with the Securities and Exchange Commission on May 3, 2013). As of the date hereof, GAP 83, GAP-W, GapStar, KG, CDA, GAPCO III, GAPCO IV, GmBH Management, GenPar and GA each own of record no shares of Common Stock. As of the date hereof, the Reporting Persons may be
CUSIP No. 94733A104 | SCHEDULE 13D | Page 14 of 20 Pages |
deemed to beneficially own, in the aggregate, 3,800,150 shares of Common Stock, representing approximately 7.64% of the Company’s outstanding Common Stock.
By virtue of the fact that (i) GA is the general partner of GenPar, (ii) GenPar is the general partner of GAP 83, (iii) GAP 83 is the controlling member of GA Investor, (iv) GAP-W, GapStar, KG, CDA, GAPCO III and GAPCO IV are each members of GA Investor, (v) GA is the managing member of GAPCO III and GAPCO IV, (vi) GmbH Management is the general partner of KG, and (vii) the officers of GapStar and the managing directors of GA Investor who are authorized and empowered to vote and dispose of the securities of GA Investor, are GA Managing Directors, the Reporting Persons may be deemed to share voting power and the power to direct the disposition of the shares of Common Stock owned of record by GA Investor. Each of the GA Managing Directors disclaims ownership of such shares beneficially owned by the Reporting Persons, except to the extent he or she has a pecuniary interest therein.
(b) (i) None of the Reporting Persons has the sole power to direct the voting and disposition of the shares of Common Stock which each owns of record.
(ii) Please see Item 5(a), which is hereby incorporated by reference.
(c) Except as set forth in Item 4 or otherwise herein, to the knowledge of the Reporting Persons with respect to the persons named in response to paragraph (a), none of the persons named in response to paragraph (a) has effected any transactions in shares of Common Stock during the past 60 days.
(d) No person other than the persons listed 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, any Common Stock owned by any member of the group.
CUSIP No. 94733A104 | SCHEDULE 13D | Page 15 of 20 Pages |
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 6 is further supplemented by incorporating by reference the information set forth under Item 4 above.
Item 7. Material to be Filed as Exhibits.
The documents filed as exhibits in the Schedule 13D are hereby incorporated by reference herein.
| Exhibit 1: | Agreement relating to the filing of joint acquisition statements as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. (As previously filed.) |
| | |
| Exhibit 2: | Purchase Agreement, dated as of August 3, 2011, by and among the Company, Holdings and Network Solutions (incorporated by reference from Annex A to the Company’s Definitive Proxy Statement on Form DEF 14A (File No. 000-51595) filed with the Securities and Exchange Commission on September 22, 2011). (As previously filed.) |
| | |
| Exhibit 3: | Stockholder Agreement, dated as of October 27, 2011, by and among the stockholders of the Company named therein and the Company (incorporated by reference from Exhibit 99.2 to the Company’s Current Report on Form 8-K (File No. 000-51595) filed with the Securities and Exchange Commission on October 28, 2011). (As previously filed.) |
| | |
| Exhibit 4: | Underwriting Agreement, dated May 10, 2012, among the Company, J.P. Morgan Securities LLC, as representative of the several underwriters listed on Schedule 1 thereto, and certain selling stockholders listed on Schedule 2 thereto (incorporated by reference from Exhibit 1.1 to the Company’s Current Report on Form 8-K (File No. 000-51595) filed on May 11, 2012 with the Securities and Exchange Commission). |
| | |
| Exhibit 5: | Lock-Up Agreement, dated May 10, 2012, of GA-NWS Investor LLC. (As previously filed with the Securities and Exchange Commission on May 18, 2012.) |
| | |
| Exhibit 6: | Waiver, dated May 7, 2012, by and between Web.com Group, Inc. and GA-NWS Investor LLC. (As previously filed with the Securities and Exchange Commission on May 18, 2012.) |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 16 of 20 Pages |
SIGNATURES
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: May 21, 2013.
| GA-NWS INVESTOR LLC | |
| | | |
| | | |
| By: | /s/ Christopher G. Lanning | |
| | Name: Christopher G. Lanning | |
| | Title: Managing Director | |
| | | |
| | |
| GENERAL ATLANTIC PARTNERS 83, L.P. | |
| | | |
| By: | General Atlantic GenPar, L.P., | |
| | its general partner | |
| | | |
| By: | General Atlantic LLC, | |
| | its general partner | |
| | | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | | |
| | |
| GAP-W, LLC | |
| | | |
| By: | General Atlantic GenPar, L.P., | |
| | Its manager | |
| | | |
| By: | General Atlantic LLC, | |
| | Its general partner | |
| | | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | | |
| | | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 17 of 20 Pages |
| GAPSTAR, LLC | |
| | | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Vice President | |
| | | |
| | |
| GAPCO GMBH & CO. KG | |
| | | |
| By: | GAPCO Management GmbH, | |
| | Its general partner | |
| | | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | |
| | |
| GAP COINVESTMENTS CDA, L.P. | |
| | | |
| By: | General Atlantic LLC, | |
| | Its general partner | |
| | | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | | |
| | |
| GAP COINVESTMENTS III, LLC | |
| | | |
| By: | General Atlantic LLC, | |
| | Its managing member | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 18 of 20 Pages |
| | |
| GAP COINVESTMENTS IV, LLC | |
| | | |
| By: | General Atlantic LLC, | |
| | Its managing member | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | |
| GAPCO MANAGEMENT GMBH | |
| | | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | |
| | |
| GENERAL ATLANTIC GENPAR, L.P. | |
| | | |
| By: | General Atlantic LLC, | |
| | Its general partner | |
| | | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | | |
| | |
| GENERAL ATLANTIC LLC | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 19 of 20 Pages |
SCHEDULE A
GA Managing Directors
| Name | Business Address | Citizenship |
Steven A. Denning (Chairman) | 3 Pickwick Plaza Greenwich, Connecticut 06830 | United States |
William E. Ford (Chief Executive Officer) | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
Thomas J. Murphy (Chief Financial Officer) | 3 Pickwick Plaza Greenwich, Connecticut 06830 | United States |
J. Frank Brown (Chief Operating Officer) | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| John Bernstein | 23 Savile Row London W1S 2ET United Kingdom | United Kingdom |
| Gabriel Caillaux | 23 Savile Row London W1S 2ET United Kingdom | United Kingdom |
| Mark F. Dzialga | 3 Pickwick Plaza Greenwich, Connecticut 06830 | United States |
| Cory A. Eaves | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Martin Escobari | Rua Dr. Renato Paes de Barros, 1017 15Ú andar 04530-001 Sao Paulo, Brazil | Bolivia and Brazil |
| Patricia Hedley | 3 Pickwick Plaza Greenwich, Connecticut 06830 | United States |
| David C. Hodgson | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Rene M. Kern | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Jonathan Korngold | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Christopher G. Lanning | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Xuesong (Jeff) Leng | Suite 5801, 58th Floor Two International Finance Center 8 Finance Street Central, Hong Kong | Hong Kong SAR |
| Anton J. Levy | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Adrianna C. Ma | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Sandeep Naik | 17th Floor Express Towers Nariman Point Mumbai 400 021, India | United States |
CUSIP No. 94733A104 | SCHEDULE 13D | Page 20 of 20 Pages |
| Name | Business Address | Citizenship |
| Andrew C. Pearson | 3 Pickwick Plaza Greenwich, Connecticut 06830 | United States |
| Brett B. Rochkind | 228 Hamilton Ave. Palo Alto, CA 94301 | United States |
| David A. Rosenstein | 55 East 52nd St., 32nd Floor New York, New York 10055 | United States |
| Philip P. Trahanas | 3 Pickwick Plaza Greenwich, Connecticut 06830 | United States |
