UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
MANAGING DIRECTOR AND GENERAL COUNSEL
WARBURG PINCUS LLC
450 LEXINGTON AVENUE
NEW YORK, NY 10017
(212) 878-0600
Receive Notices and Communications)
MITCHELL S. EITEL, ESQ.
ANDREW R. GLADIN, ESQ.
SULLIVAN & CROMWELL LLP
125 BROAD STREET
NEW YORK, NY 10004
(212) 558-4000
August 26, 2010
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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.o
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).
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Warburg Pincus Private Equity X, L.P. | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
WC | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
PN |
Page 2 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Warburg Pincus X Partners, L.P. | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
WC | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
PN |
Page 3 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Warburg Pincus X, L.P. | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
N/A | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
PN |
Page 4 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Warburg Pincus X, LLC | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
N/A | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
OO |
Page 5 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Warburg Pincus Partners, LLC | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
N/A | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
OO |
Page 6 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Warburg Pincus & Co. | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
N/A | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
PN |
Page 7 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Warburg Pincus LLC | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
N/A | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
OO |
Page 8 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Charles R. Kaye | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
N/A | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
IN |
Page 9 of 20
CUSIP No. | 859319105 |
1 | NAMES OF REPORTING PERSONS Joseph P. Landy | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
N/A | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
Delaware | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 0 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 68,366,000(1)(2) | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 0 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
68,366,000(1)(2) | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
68,366,000(1)(2) | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
o | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
9.46%(3) | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
IN |
Page 10 of 20
CUSIP No. | 859319105 |
Page 11 of 20
CUSIP No. | 859319105 |
1 | The Common Stock, Series B Preferred Stock and the Warrant described above (collectively, the “Securities”) are currently held by Warburg Pincus Private Equity X, L.P.; however, Warburg Pincus Private Equity X, L.P. contemplates allocating a portion of the Securities to Warburg Pincus X Partners, L.P. |
Page 12 of 20
CUSIP No. | 859319105 |
Page 13 of 20
CUSIP No. | 859319105 |
Page 14 of 20
CUSIP No. | 859319105 |
Exhibit 1 | Joint Filing Agreement, dated as of September 3, 2010, by and among Warburg Pincus Private Equity X, L.P., Warburg Pincus X Partners, L.P., Warburg Pincus X, L.P., Warburg Pincus X, LLC, Warburg Pincus Partners, LLC, Warburg Pincus & Co., Warburg Pincus LLC, Charles R. Kaye and Joseph P. Landy. | |
Exhibit 2 | Investment Agreement, dated as of May 25, 2010, between Sterling Financial Corporation and Warburg Pincus Private Equity X, L.P. (incorporated by reference to Exhibit 10.2 to Sterling’s Current Report on Form 8-K, filed on May 27, 2010) and amendment thereto, dated as of August 19, 2010 (incorporated by reference to Exhibit 10.2 to Sterling’s Current Report on Form 8-K, filed on August 20, 2010). | |
Exhibit 3 | Shareholder Rights Plan, dated as of April 14, 2010, between Sterling Financial Corporation and American Stock Transfer & Trust Company, LLC (incorporated by reference to Exhibit 4.1 to Sterling’s Current Report on Form 8-K, filed on April 15, 2010). | |
Exhibit 4 | Passivity Commitments Letter, dated as of August 23, 2010, from Warburg Pincus Private Equity X, L.P. to the Board of Governors of the Federal Reserve System. | |
Exhibit 5 | Articles of Amendment of Convertible Participating Voting Preferred Stock, Series B, Sterling Financial Corporation (incorporated by reference to Exhibit 3.3 to Sterling’s Current Report on Form 8-K, filed on August 30, 2010). | |
Exhibit 6 | Warrant, dated as of August 26, 2010, between Sterling Financial Corporation and Warburg Pincus Private Equity X, L.P. |
Page 15 of 20
CUSIP No. | 859319105 |
WARBURG PINCUS PRIVATE EQUITY X, L.P. | ||||
By: | Warburg Pincus X, L.P., its general partner | |||
By: | Warburg Pincus X, LLC, its general partner | |||
By: | Warburg Pincus Partners, LLC, its sole member | |||
By: | Warburg Pincus & Co., its managing member | |||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS X PARTNERS, L.P. | ||||
By: | Warburg Pincus X, L.P., its general partner | |||
By: | Warburg Pincus X, LLC, its general partner | |||
By: | Warburg Pincus Partners, LLC, its sole member | |||
By: | Warburg Pincus & Co., its managing member | |||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS X, L.P. | ||||
By: | Warburg Pincus X, LLC, its general partner | |||
By: | Warburg Pincus Partners, LLC, its sole member | |||
By: | Warburg Pincus & Co., its managing member | |||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS X, LLC | ||||
By: | Warburg Pincus Partners, LLC, its sole member | |||
By: | Warburg Pincus & Co., its managing member | |||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner |
Page 16 of 20
CUSIP No. | 859319105 |
WARBURG PINCUS PARTNERS, LLC | ||||
By: | Warburg Pincus & Co., its managing member | |||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS & CO. | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Partner | |||
WARBURG PINCUS LLC | ||||
By: | /s/ Scott A. Arenare | |||
Name: | Scott A. Arenare | |||
Title: | Managing Director | |||
CHARLES R. KAYE | ||||
By: | /s/ Scott A. Arenare | |||
Scott A. Arenare, Attorney-in-fact* | ||||
JOSEPH P. LANDY | ||||
By: | /s/ Scott A. Arenare | |||
Scott A. Arenare, Attorney-in-fact** | ||||
* | Power of Attorney given by Mr. Kaye was previously filed with the SEC on March 2, 2006, as an exhibit to a Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc. | |
** | Power of Attorney given by Mr. Landy was previously filed with the SEC on March 2, 2006, as an exhibit to a Schedule 13D filed by Building Products, LLC with respect to Builders FirstSource, Inc. |
Page 17 of 20
CUSIP No. | 859319105 |
Exhibit 1 | Joint Filing Agreement, dated as of September 3, 2010, by and among Warburg Pincus Private Equity X, L.P., Warburg Pincus X Partners, L.P., Warburg Pincus X, L.P., Warburg Pincus X LLC, Warburg Pincus Partners, LLC, Warburg Pincus & Co., Warburg Pincus LLC, Charles R. Kaye and Joseph P. Landy. | |
Exhibit 2 | Investment Agreement, dated as of May 25, 2010, between Sterling Financial Corporation and Warburg Pincus Private Equity X, L.P. (incorporated by reference to Exhibit 10.2 to Sterling’s Current Report on Form 8-K, filed on May 27, 2010) and amendment thereto, dated as of August 19, 2010 (incorporated by reference to Exhibit 10.2 to Sterling’s Current Report on Form 8-K, filed on August 20, 2010). | |
Exhibit 3 | Shareholder Rights Plan, dated as of April 14, 2010, between Sterling Financial Corporation and American Stock Transfer & Trust Company, LLC (incorporated by reference to Exhibit 4.1 to Sterling’s Current Report on Form 8-K, filed on April 15, 2010). | |
Exhibit 4 | Passivity Commitments Letter, dated as of August 23, 2010, from Warburg Pincus Private Equity X, L.P. to the Board of Governors of the Federal Reserve System. | |
Exhibit 5 | Articles of Amendment of Convertible Participating Voting Preferred Stock, Series B, Sterling Financial Corporation (incorporated by reference to Exhibit 3.3 to Sterling’s Current Report on Form 8-K, filed on August 30, 2010). | |
Exhibit 6 | Warrant, dated as of August 26, 2010, between Sterling Financial Corporation and Warburg Pincus Private Equity X, L.P. |
Page 18 of 20
CUSIP No. | 859319105 |
PRESENT PRINCIPAL OCCUPATION IN ADDITION | ||
TO POSITION WITH WP, AND POSITIONS | ||
NAME | WITH THE REPORTING ENTITIES | |
Scott A. Arenare | Partner of WP; Member and Managing Director of WP LLC | |
David Barr | Partner of WP; Member and Managing Director of WP LLC | |
Alain J.P. Belda | Partner of WP; Member and Managing Director of WP LLC | |
Alexander Berzofsky | Partner of WP; Member and Managing Director of WP LLC | |
Sean D. Carney | Partner of WP; Member and Managing Director of WP LLC | |
Mark Colodny | Partner of WP; Member and Managing Director of WP LLC | |
David A. Coulter | Partner of WP; Member and Managing Director of WP LLC | |
Timothy J. Curt | Partner of WP; Member and Managing Director of WP LLC | |
Cary J. Davis | Partner of WP; Member and Managing Director of WP LLC | |
Dai Feng | Partner of WP; Member and Managing Director of WP LLC | |
Steven Glenn | Partner of WP; Member and Managing Director of WP LLC | |
Jeffrey G. Goldfaden | Partner of WP; Member and Managing Director of WP LLC | |
Cecilia Gonzalo | Partner of WP; Member and Managing Director of WP LLC | |
Michael Graff | Partner of WP; Member and Managing Director of WP LLC | |
Patrick T. Hackett | Partner of WP; Member and Managing Director of WP LLC | |
E. Davisson Hardman | Partner of WP; Managing Director of WP LLC | |
Jeffrey A. Harris | Partner of WP; Member and Managing Director of WP LLC | |
In Seon Hwang | Partner of WP; Member and Managing Director of WP LLC | |
William H. Janeway | Partner of WP; Member and Senior Advisor of WP LLC | |
Chansoo Joung | Partner of WP; Member and Managing Director of WP LLC | |
Peter R. Kagan | Partner of WP; Member and Managing Director of WP LLC | |
Charles R. Kaye | Managing General Partner of WP; Managing Member and Co-President of WP LLC | |
Henry Kressel | Partner of WP; Member and Managing Director of WP LLC | |
David Krieger | Partner of WP; Member and Managing Director of WP LLC | |
Joseph P. Landy | Managing General Partner of WP; Managing Member and Co-President of WP LLC | |
Kewsong Lee | Partner of WP; Member and Managing Director of WP LLC | |
Jonathan S. Leff | Partner of WP; Member and Managing Director of WP LLC | |
Michael Martin | Partner of WP; Member and Managing Director of WP LLC | |
James Neary | Partner of WP; Member and Managing Director of WP LLC | |
Dalip Pathak | Partner of WP; Member and Managing Director of WP LLC | |
Michael F. Profenius | Partner of WP; Managing Director of WP LLC | |
Justin Sadrian | Partner of WP; Member and Managing Director of WP LLC | |
Henry B. Schacht | Partner of WP; Member and Senior Advisor of WP LLC | |
Steven G. Schneider | Partner of WP; Member and Managing Director of WP LLC | |
Patrick Severson | Partner of WP; Member and Managing Director of WP LLC | |
John Shearburn | Partner of WP; Member and Managing Director of WP LLC | |
Christopher H. Turner | Partner of WP; Member and Managing Director of WP LLC | |
John L. Vogelstein | Partner of WP; Member and Senior Advisor of WP LLC | |
Elizabeth H. Weatherman | Partner of WP; Member and Managing Director of WP LLC | |
Daniel Zilberman | Partner of WP; Member and Managing Director of WP LLC | |
Rosanne Zimmerman | Partner of WP; Member and Managing Director of WP LLC | |
WP & Co. Partners, L.P.* | ||
Warburg Pincus Principal Partnership, L.P.** | ||
Warburg Pincus Real Estate Principal Partnership, L.P.** | ||
Warburg Pincus 2006 Limited Partnership** | ||
Warburg Pincus 2007 Limited Partnership** |
* | New York limited partnership; primary activity is ownership interest in WP | |
** | Delaware limited partnership; primary activity is ownership interest in WP |
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CUSIP No. | 859319105 |
PRESENT PRINCIPAL OCCUPATION IN ADDITION | ||
TO POSITION WITH WP LLC, AND POSITIONS | ||
NAME | WITH THE REPORTING ENTITIES | |
Scott A. Arenare | Member and Managing Director of WP LLC; Partner of WP | |
David Barr | Member and Managing Director of WP LLC; Partner of WP | |
Alain J.P. Belda | Member and Managing Director of WP LLC; Partner of WP | |
Alexander Berzofsky | Member and Managing Director of WP LLC; Partner of WP | |
Sean D. Carney | Member and Managing Director of WP LLC; Partner of WP | |
Julian Cheng (1) | Member and Managing Director of WP LLC | |
Miao Chi (2) | Member and Managing Director of WP LLC | |
Stephen John Coates (3) | Member and Managing Director of WP LLC | |
Mark Colodny | Member and Managing Director of WP LLC; Partner of WP | |
David A. Coulter | Member and Managing Director of WP LLC; Partner of WP | |
Timothy J. Curt | Member and Managing Director of WP LLC; Partner of WP | |
Cary J. Davis | Member and Managing Director of WP LLC; Partner of WP | |
Martin D. Dunnett (3) | Member and Managing Director of WP LLC | |
Dai Feng | Member and Managing Director of WP LLC; Partner of WP | |
Robert Feuer (4) | Member and Managing Director of WP LLC | |
Rajiv Ghatalia (1) | Member and Managing Director of WP LLC | |
Steven Glenn | Member and Managing Director of WP LLC; Partner of WP | |
Jeffrey G. Goldfaden | Member and Managing Director of WP LLC; Partner of WP | |
Cecilia Gonzalo | Member and Managing Director of WP LLC; Partner of WP | |
Michael Graff | Member and Managing Director of WP LLC; Partner of WP | |
Patrick T. Hackett | Member and Managing Director of WP LLC; Partner of WP | |
Jeffrey A. Harris | Member and Managing Director of WP LLC; Partner of WP | |
In Seon Hwang | Member and Managing Director of WP LLC; Partner of WP | |
William H. Janeway | Member and Senior Advisor of WP LLC; Partner of WP | |
Chansoo Joung | Member and Managing Director of WP LLC; Partner of WP | |
Peter R. Kagan | Member and Managing Director of WP LLC; Partner of WP | |
Charles R. Kaye | Managing Member and Co-President of WP LLC; Managing General Partner of WP | |
Henry Kressel | Member and Managing Director of WP LLC; Partner of WP | |
David Krieger | Member and Managing Director of WP LLC; Partner of WP | |
Joseph P. Landy | Managing Member and Co-President of WP LLC; Managing General Partner of WP | |
Kewsong Lee | Member and Managing Director of WP LLC; Partner of WP | |
Jonathan S. Leff | Member and Managing Director of WP LLC; Partner of WP | |
David Li (1) | Member and Managing Director of WP LLC | |
Vishal Mahadevia (5) | Member and Managing Director of WP LLC | |
Niten Malhan (5) | Member and Managing Director of WP LLC | |
Michael Martin | Member and Managing Director of WP LLC; Partner of WP | |
Luca Molinari (6) | Member and Managing Director of WP LLC | |
James Neary | Member and Managing Director of WP LLC; Partner of WP | |
Dalip Pathak | Member and Managing Director of WP LLC; Partner of WP | |
Leo Puri (5) | Member and Managing Director of WP LLC | |
Justin Sadrian | Member and Managing Director of WP LLC; Partner of WP | |
Adarsh Sarma (5) | Member and Managing Director of WP LLC | |
Henry B. Schacht | Member and Senior Advisor of WP LLC; Partner of WP | |
Steven G. Schneider | Member and Managing Director of WP LLC; Partner of WP | |
Joseph C. Schull (2) | Member and Managing Director of WP LLC | |
Patrick Severson | Member and Managing Director of WP LLC; Partner of WP | |
John Shearburn | Member and Managing Director of WP LLC; Partner of WP | |
Chang Q. Sun (1) | Member and Managing Director of WP LLC | |
Christopher H. Turner | Member and Managing Director of WP LLC; Partner of WP | |
John L. Vogelstein | Member and Senior Advisor of WP LLC; Partner of WP | |
Elizabeth H. Weatherman | Member and Managing Director of WP LLC; Partner of WP | |
Frank Wei (1) | Member and Managing Director of WP LLC | |
Peter Wilson (3) | Member and Managing Director of WP LLC | |
Jeremy S. Young (3) | Member and Managing Director of WP LLC | |
Daniel Zilberman | Member and Managing Director of WP LLC; Partner of WP | |
Rosanne Zimmerman | Member and Managing Director of WP LLC; Partner of WP |
(1) | Citizen of Hong Kong | |
(2) | Citizen of Canada | |
(3) | Citizen of United Kingdom | |
(4) | Citizen of Hungary | |
(5) | Citizen of India | |
(6) | Citizen of Italy |
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