This Amendment No. 4 (this “Amendment”) to the Schedule 13D filed on April 9, 2012, as amended by Amendment No. 1 to such Schedule 13D filed on April 17, 2012, Amendment No. 2 to such Schedule 13D filed on July 25, 2012 and Amendment No. 3 to such Schedule 13D filed on May 22, 2013, relates to the common stock, par value $0.01 per share (the “Common Stock”), of C&J Energy Services, 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 10375 Richmond Avenue, Suite 2000, Houston, Texas 77042.
Unless otherwise indicated, all capitalized terms shall have the meanings ascribed to them in the Schedule 13D, and unless otherwise amended hereby, all information previously filed remains in effect.
Item 2. Identity and Background.
Item 2 is hereby amended and replaced in its entirety with the following:
This Statement is being filed by a group, as defined in Rule 13d-5 of the General Rules and Regulations promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The members of the group are General Atlantic Partners 90, L.P., a Delaware limited partnership (“GAP 90”), General Atlantic Partners 93, L.P., a Delaware limited partnership (“GAP 93”), GAPCO GmbH & Co. KG, a German limited partnership (“KG”), GAP Coinvestments CDA, L.P., a Delaware limited partnership (“CDA”), GAP Coinvestments III, LLC, a Delaware limited liability company (“GAPCO III”), GAP Coinvestments IV, LLC, a Delaware limited liability company (“GAPCO IV”), GAPCO Management GmbH, a German corporation (“GmbH Management”), General Atlantic GenPar, L.P., a Delaware limited partnership (“GenPar”), and General Atlantic LLC, a Delaware limited liability company (“GA” and, collectively with GAP 90, GAP 93, KG, CDA, GAPCO III, GAPCO IV, GmbH Management and GenPar, the “Reporting Persons”). The Reporting Persons (other than KG and GmbH Management) are located at c/o General Atlantic Service Company, LLC, 55 East 52nd Street, 32nd Floor New York, NY 10055. KG and GmbH Management are located at c/o General Atlantic GmbH, Maximilianstrasse 35b, 80539 Munich, Germany.
Each of the Reporting Persons is engaged in acquiring, holding and disposing of interests in various companies for investment purposes.
GA is the general partner of GenPar, which is the general partner of GAP 90 and GAP 93. GA is the general partner of CDA and the managing member of GAPCO III and GAPCO IV. GmbH Management is the general partner of KG. There are 24 managing directors of GA (the “GA Managing Directors”). The information required by General Instruction C to Schedule 13D is attached hereto as Schedule A and hereby incorporated by reference. The present principal occupation or employment of each of the GA Managing Directors is as a Managing Director of GA.
None of the Reporting Persons and none of the individuals listed on Schedule A have, during the last five years, been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction or subject to any judgment, decree or final order finding any violation of federal or state securities laws or enjoining future violations of, or prohibiting or mandating activities subject to, such laws.
Item 3. Source and Amount of Funds or Other Consideration.
No material change.
Item 4. Purpose of Transaction.
No material change.
CUSIP No. 12467B304 | | Page 11 of 15 Pages |
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated as follows:
All ownership percentages set forth herein assume that there are 55,335,224 shares of Common Stock outstanding, as reported in the Company’s most recent Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2014.
(a) As of the date hereof, GAP 90 owns of record 4,921,886 shares of Common Stock, representing 8.9% of the Company’s issued and outstanding shares of Common Stock, GAP 93 owns of record 969,135 shares of Common Stock, representing 1.8% of the Company’s issued and outstanding shares of Common Stock, KG owns of record 13,957 shares of Common Stock, representing less than 0.1% of the Company’s issued and outstanding shares of Common Stock, CDA owns of record 14,219 shares of Common Stock, representing less than 0.1% of the Company’s issued and outstanding shares of Common Stock, GAPCO III owns of record 333,497 shares of Common Stock, representing 0.6% of the Company’s issued and outstanding shares of Common Stock and GAPCO IV owns of record 63,629 shares of Common Stock, representing 0.1% of the Company’s issued and outstanding shares of Common Stock. As of the date hereof, GmbH Management, GenPar and GA each own of record no shares of Common Stock. As of the date hereof, the Reporting Persons may be deemed to beneficially own, in the aggregate, 6,316,323 shares of Common Stock, representing approximately 11.4% of the Company’s outstanding Common Stock.
By virtue of the fact that (i) GA is the general partner of CDA and GenPar, (ii) GenPar is the general partner of GAP 90 and GAP 93, (iii) GA is the managing member of GAPCO III and GAPCO IV and (iv) GmbH Management is the general partner of KG, the Reporting Persons may be deemed to beneficially own an aggregate of 6,316,323 shares of Common Stock and to have the shared power to vote or to direct the vote of the 6,316,323 shares of Common Stock.
(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.
CUSIP No. 12467B304 | | Page 12 of 15 Pages |
(c) Except as set forth below, or otherwise set forth 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.
On November 7, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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On November 10, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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On November 11, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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On November 12, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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CUSIP No. 12467B304 | | Page 13 of 15 Pages |
On November 13, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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On November 17, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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On November 18, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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On November 19, 2014, the Reporting Persons listed below acquired the following number of shares of Common Stock at the price per share set forth below in open market transactions.
Reporting Person | Shares of Common Stock Acquired | Price Per Share |
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(d) No person other than the Reporting Persons 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 of the Reporting Persons.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to the Issuer.
No material change.
Item 7. Materials to be Filed as Exhibits.
The documents filed as exhibits in the Schedule 13D are hereby incorporated by reference herein.
| Exhibit 1: | Filed herewith. |
| Exhibit 2: | As previously filed. |
| Exhibit 3: | As previously filed. |
CUSIP No. 12467B304 | | Page 14 of 15 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: November 19, 2014
| GENERAL ATLANTIC PARTNERS 90, 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 | |
| | | |
| GENERAL ATLANTIC PARTNERS 93, 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 | |
| | | |
| GAPCO GMBH & CO. KG | |
| | | |
| By: | GAPCO Management GmbH, its general partner | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Procuration Officer | |
| | | |
| GAP COINVESTMENTS CDA, L.P. | |
| | | |
| By: | General Atlantic LLC, its general partner | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | | |
CUSIP No. 12467B304 | | Page 15 of 15 Pages |
| GAP COINVESTMENTS III, LLC | |
| | | |
| By: | General Atlantic LLC, its managing member | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Managing Director | |
| | | |
| 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: Procuration Officer | |
| | | |
| 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 | |
| | | |
EXHIBIT 1
to SCHEDULE 13D
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13D-1(k)(1)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is accurate.
Dated: November 19, 2014
| GENERAL ATLANTIC PARTNERS 90, 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 | |
| | | |
| GENERAL ATLANTIC PARTNERS 93, 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 | |
| | | |
| GAPCO GMBH & CO. KG | |
| | | |
| By: | GAPCO Management GmbH, its general partner | |
| | | |
| By: | /s/ Thomas J. Murphy | |
| | Name: Thomas J. Murphy | |
| | Title: Procuration Officer | |
| | | |
| 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 | |
| | | |
| 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: Procuration Officer | |
| | | |
| 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 | |
| | | |
SCHEDULE A
GA Managing Directors
Name | Business Address | Citizenship |
Steven A. Denning (Chairman) | 600 Steamboat Road Greenwich, Connecticut 06830 | |
William E. Ford (Chief Executive Officer) | 55 East 52nd Street 32nd Floor New York, New York 10055 | |
J. Frank Brown (Chief Operating Officer) | 55 East 52nd Street 32nd Floor New York, New York 10055 | |
Thomas J. Murphy (Chief Financial Officer) | 600 Steamboat Road Greenwich, Connecticut 06830 | |
| 23 Savile Row London W1S 2ET United Kingdom | |
| 23 Savile Row London W1S 2ET United Kingdom | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| 600 Steamboat Road Greenwich, Connecticut 06830 | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| Rua Dr. Renato Paes de Barros, 1017 15Ъ andar 04530-001 Sao Paulo, Brazil | |
Name | Business Address | Citizenship |
| 600 Steamboat Road Greenwich, Connecticut 06830 | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | United States and Germany |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| Suite 5801, 58th Floor Two International Finance Center 8 Finance Street Central, Hong Kong | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| 17th Floor Express Towers Nariman Point Mumbai 400 021 India | |
Name | Business Address | Citizenship |
| 600 Steamboat Road Greenwich, Connecticut 06830 | |
| 228 Hamilton Ave. Palo Alto, CA 94301 | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |
| 600 Steamboat Road Greenwich, Connecticut 06830 | |
| 55 East 52nd Street 32nd Floor New York, New York 10055 | |