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| CUSIP No. 135086106 | | 13G | | Page 5 of 8 Pages |
| Item 3 | If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a |
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(a) | | ☐ | | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
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(b) | | ☐ | | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
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(c) | | ☐ | | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
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(d) | | ☐ | | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
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(e) | | ☐ | | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
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(f) | | ☐ | | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
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(g) | | ☐ | | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
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(h) | | ☐ | | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) | | ☐ | | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); |
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(j) | | ☐ | | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); |
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(k) | | ☐ | | Group, in accordance with § 240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(a) Amount beneficially owned:
As of the close of business on December 31, 2023, Integral 2008 held 15,073,742 Multiple Voting Shares of the Issuer and BCPE Fund X Holdings held 15,800,000 Multiple Voting Shares of the Issuer.
The rights of the holders of the Issuer’s Multiple Voting Shares and Subordinate Voting Shares are substantially identical, except with respect to voting and conversion. The Subordinate Voting Shares have one vote per share and the Multiple Voting Shares have 10 votes per share. The Subordinate Voting Shares are not convertible into any other class of shares, while the Multiple Voting Shares are convertible into Subordinate Voting Shares on a one-for-one basis at the option of the holder and under certain other circumstances.
Accordingly, the 15,073,742 Multiple Voting Shares held by Integral 2008 represent approximately 27.0% of the Issuer’s total voting power and the 15,800,000 Multiple Voting Shares held by BCPE Fund X Holdings represent approximately 28.4% of the Issuer’s total voting power.
In addition, the 15,073,742 Multiple Voting Shares held by Integral 2008 are convertible, at the option of Integral 2008, into 15,073,742 Subordinate Voting Shares, or approximately 24.2% of the Issuer’s outstanding Subordinate Voting Shares, and the 15,800,000 Multiple Voting Shares held by BCPE Fund X Holdings are convertible, at the option of BCPE Fund X Holdings, into 15,800,000 Subordinate Voting Shares, or approximately 25.1% of the Issuer’s outstanding Subordinate Voting Shares.
As a result of the foregoing and the relationships described in Item 2(a) of this Schedule 13G, the Reporting Persons may be deemed to collectively beneficially own an aggregate of 30,873,742 Multiple Voting Shares, representing approximately 55.4% of the Issuer’s total voting power, and which are convertible, at the option of the Reporting Persons, into an aggregate of 30,873,742 Subordinate Voting Shares, or approximately 39.5% of the Issuer’s outstanding Subordinate Voting Shares.
The percentage of the Issuer’s outstanding Subordinate Voting Shares and total voting power held by the Reporting Persons are based on 47,224,304 Subordinate Voting Shares and 51,004,076 Multiple Voting Shares outstanding, as reported in the Issuer’s Form 6-K filed with the Securities and Exchange Commission on February 1, 2024.
