Form SC 13D/A KCG Holdings, Inc. Filed by: GENERAL ATLANTIC LLC

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(i)

GA-GTCO Interholdco, LLC, a Delaware limited liability company (“GA-GTCO Interholdco”);

(ii)

General Atlantic LLC, a Delaware limited liability company (“GA LLC”);

(iii)

General Atlantic GenPar, L.P., a Delaware limited partnership (“GenPar”);

(iv)

General Atlantic Partners 83, L.P., a Delaware limited partnership (“GAP 83”);

(v)

General Atlantic Partners 93, L.P., a Delaware limited partnership (“GAP 93”);

(vi)

GA-GTCO US AIV, L.P., a Delaware limited partnership (“GA US AIV”);

(vii)

GA-GTCO AIV, L.P., a Delaware limited partnership (“GA AIV”);

(viii)

GAP-W, LLC, a Delaware limited liability company (“GAP-W”);

(ix)

GAP Coinvestments III, LLC, a Delaware limited liability company (“GAPCO III”);

(x)

GAP Coinvestments IV, LLC, a Delaware limited liability company (“GAPCO IV”);

(xi)

GAP Coinvestments CDA, L.P., a Delaware limited partnership (“GAPCO CDA”); and

(xii)

GapStar, LLC, a Delaware limited liability company (“GapStar”).

 

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Item 3.  Source and Amount of Funds or Other Consideration.

 

Pursuant to an Amended and Restated Agreement and Plan of Merger, dated as of December 19, 2012, and as amended and restated as of April 15, 2013 (the “Merger Agreement”), by and among GETCO Holding Company, LLC (“GETCO”), GA-GTCO, LLC (“GA-GTCO”), Knight Capital Group, Inc. (“Knight”), Knight Holdco, Inc. (a/k/a KCG Holdings, Inc.), Knight Acquisition Corp. (“Knight Acquisition”), GETCO Acquisition, LLC (“GETCO Acquisition”) and GA-GTCO Acquisition, LLC (“GA-GTCO Acquisition”), which is attached hereto as Exhibit 2, (i) Knight Acquisition, a wholly owned direct subsidiary of the Company, merged with and into Knight, with Knight surviving the merger (the “Knight Merger”), (ii) GETCO Acquisition, a wholly owned direct subsidiary of the Company, merged with and into GETCO, with GETCO surviving the merger (the “GETCO Merger”) and (iii) GA-GTCO merged with and into GA-GTCO Acquisition, a wholly owned direct subsidiary of the Company, with GA-GTCO Acquisition surviving the merger (the “GA-GTCO Merger” and, together with the Knight Merger and the GETCO Merger, the “Mergers”).  Upon consummation of the Mergers on July 1, 2013, and in exchange for 2,857,491 units of GETCO that GA-GTCO Interholdco held prior to the Mergers, GA-GTCO Interholdco received 23,605,054 shares of the Company’s Class A Common Stock, 2,698,228 of the Company’s Class A Warrants (the “Class A Warrants”), 2,698,228 of the Company’s Class B Warrants (the “Class B Warrants”) and 2,698,227 of the Company’s Class C Warrants (the “Class C

 

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Except as set forth in this Item 4 or Item 6 below, the Reporting Persons have no present plans or proposals that relate to or that would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D of the Exchange Act.

 

Item 5.  Interest in Securities of the Issuer.

 

 

 

 

 

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SIGNATURES

 

Dated:  June 11, 2015

 

GA-GTCO INTERHOLDCO, LLC
By:	General Atlantic GenPar, L.P.,
	Its managing member
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
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 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
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
GA-GTCO, US AIV, 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
GA-GTCO, AIV, 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

 

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Name		Business Address		Citizenship
Steven A. Denning (Chairman)		600 Steamboat Road 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)		600 Steamboat Road 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 D. Bernstein		23 Savile Row London W1S 2ET United Kingdom		United Kingdom
Gabriel Caillaux		23 Savile Row London W1S 2ET United Kingdom		France
Andrew Crawford		55 East 52nd St., 32nd Floor New York, New York 10055		United States
Mark F. Dzialga		600 Steamboat Road 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, 101715Ú andar 04530-001 São Paulo, Brazil		Bolivia and Brazil
David C. Hodgson		55 East 52nd St., 32nd Floor New York, New York 10055		United States

Name		Business Address		Citizenship
René M. Kern		55 East 52nd St., 32nd Floor New York, New York 10055		United States and Germany
Jonathan C. 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
Anton J. Levy		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
Andrew C. Pearson		600 Steamboat Road 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
Graves Tompkins		55 East 52nd St., 32nd Floor New York, New York 10055		United States
Robbert Vorhoff		55 East 52nd St., 32nd Floor New York, New York 10055		United States
Ke Wei		Suite 5801, 58th Floor Two International Finance Center 8 Finance Street Central, Hong Kong		PRC