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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE
13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE
13d-2(a)
(Amendment No. 3)*
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
(CUSIP Number)
Barry Symons
20 Adelaide St. East, Suite 1200
Toronto, Ontario MSC 2T6
416-861-0630
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
NOTE: Schedules filed in
paper format should include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting persons 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).
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NAMES OF REPORTING PERSONS:
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): |
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Constellation Software Inc |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
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(a) o |
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(b) o |
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SEC USE ONLY: |
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SOURCE OF FUNDS (SEE INSTRUCTIONS): |
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WC |
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): |
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CITIZENSHIP OR PLACE OF ORGANIZATION: |
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Ontario, Canada
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7 |
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SOLE VOTING POWER: |
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NUMBER OF |
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110,806 |
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SHARES |
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SHARED VOTING POWER: |
BENEFICIALLY |
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OWNED BY |
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93,744 |
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EACH |
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SOLE DISPOSITIVE POWER: |
REPORTING |
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PERSON |
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110,806 |
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WITH |
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SHARED DISPOSITIVE POWER: |
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93,744 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: |
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204,550 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): |
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): |
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4.02% |
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14 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): |
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CO |
SCHEDULE 13D
In response to General Instruction C of Schedule 13D, the information called for by Items 2-6,
inclusive, of Schedule 13D has been given with respect to: (i) the directors and executive officers
of Constellation Software, Inc., an Ontario corporation (Constellation); (ii) the directors and
executive officers of OMERS Administration Corporation, an Ontario statutory non-share capital
corporation and a significant shareholder of Constellation (OMERS); (iii) the general partner of
Birch Hill Equity Partners II, a private equity fund formerly known as TD Capital Canadian Private
Equity Partners and a significant shareholder of Constellation; (iv) the directors and executive
officers of Birch Hill Equity Partners II Ltd., the general partner of Birch Hill Equity Partners
II Ltd.; and (v) the directors and executive officers of Birch Hill Equity Partners II Holdings
Limited, an Ontario corporation that controls Birch Hill Equity Partners II Ltd. The inclusion of
information with respect to he persons and entities described in clauses (i) through (v) shall not
be construed as either an admission that any of such persons or entities are in control of
Constellation or as an admission that any of such persons and entities are a group.
Except as otherwise set forth in this Schedule 13D, Constellation disclaims beneficial
ownership of any and all shares of Manatron Common Stock (as hereinafter defined) beneficially
owned by any shareholder, director or officer of Constellation. Constellation disclaims
beneficial ownership of any and all shares of Manatron Common Stock beneficially owned by OMERS or
any director, officer or employee of OMERS. Constellation disclaims beneficial ownership of any
and all shares of Manatron Common Stock beneficially owned by any of the Birch Hill entities or any
general partner, director, officer or employee of any of the Birch Hill entities. The filing of
this Statement on Schedule 13D shall not be construed as an admission that Constellation, OMERS or
any of the Birch Hill entities is, for the purposes of Section 13(d) or 13(g) of the Securities
Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this Schedule
13D.
Except as
otherwise set forth in this Schedule 13D, Constellation has been advised that each
shareholder, director, officer and employee of Constellation disclaims beneficial ownership of any
and all shares of Manatron Common Stock beneficially owned by Constellation. The filing of this
Schedule 13D shall not be construed as an admission that any shareholder, director, officer or
employee of Constellation is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange
Act of 1934, as amended, the beneficial owner of any securities covered by this Statement on
Schedule 13D.
Except as otherwise set forth in this Schedule 13D: No shareholder, director, officer or employee
of either Constellation, acting in an individual capacity, may vote, or direct the voting of, any
shares of Manatron Common Stock beneficially owned by Constellation. No shareholder, director,
officer or employee of Constellation, acting in an individual capacity, may dispose of, or direct
the disposition of, any shares of Manatron Common Stock beneficially owned by Constellation. No
shareholder, director or officer of Constellation, in an individual capacity, has the
right to receive or the power to direct the receipt of dividends from, or the proceeds from the
sale of, any shares of Manatron Common Stock beneficially owned by Constellation. Accordingly, no
shareholder, director, officer or employee of Constellation shall be deemed the beneficial owner of
any shares of Manatron Common Stock beneficially owned
by Constellation solely by virtue of the fact that such person or entity is a shareholder director,
officer or employee of Constellation.
TABLE OF CONTENTS
Item 1. Security and Issuer.
This Schedule 13D relates to the Common Stock, par value $.01 per share (the Manatron Common
Stock), of Manatron Inc., a Michigan corporation (the Issuer). The principal executive offices
of the Issuer are located at 510 East Milham, Portage, Michigan, 49002
Item 2. Identity and Background.
(a)-(f) Constellation is an Ontario corporation with its principal business address and
principal office located at 20 Adelaide St. East, Suite 1200, Toronto, Ontario, Canada M5C 2T6.
The principal business of Constellation is to provide mission critical software to selected
customers in both the public and private sectors. Some of the industries served include public
transit authorities, municipal utilities, public housing authorities, district attorneys, private
clubs, residential home builders, constructions companies and manufacturers.
The name, position, and present principal occupation of each of the principal executive
officers of Constellation are as follows: Mark Leonard is the President, Barry Symons is the Chief
Financial Officer and Secretary, Mark Miller is the Chief Operating Officer and Bernard Anzarouth
is the Vice President of Business Development. The principal business address of those officers is
c/o Constellation Software Inc., 20 Adelaide St. East, Suite 1200, Toronto, Ontario, Canada M5C
2T6. The name, present principal occupation, and principal business address of each of the
directors of Constellation are attached as Appendix A.
Constellation is a publicly traded corporation with its shares listed on the Toronto Stock
Exchange. Constellations two most significant shareholders are OMERS Administration Corporation,
an Ontario statutory non-share capital corporation with principal executive offices at One
University Avenue, Suite 1000, Toronto, ON M5J 2P1 and Birch Hill Equity Partners II, a private
equity fund formerly known as TD Capital Canadian Private Equity Partners whose general partner
is Birch Hill Equity Partners II Ltd., an Ontario corporation with principal executive offices at
100 Wellington Street West, 23rd Floor, Toronto, ON M5K 1A1 (Birch Hill Equity).
Birch Hill Equity Partners II Ltd., is a wholly owned subsidiary of Birch Hill Equity Partners II
Holdings Limited (Birch Hill Holdings). Appendix B lists the name, position, present principal
occupation, and principal business addresses of each of the directors and principal executive
officers of OMERS. Appendix C lists the name, position, present principal occupation, and
principal business addresses of each of the directors and principal executive officers of Birch
Hill Equity. Appendix D lists the name, position, present principal occupation, and principal
business addresses of each of the directors and principal executive officers of Birch Hill Holdings
Other than as set forth herein, to the knowledge of Constellation, without specific inquiry, none
of OMERS, Birch Hill Equity Partners II, Birch Hill Equity, or Birch Hill Holdings, or any of the
individuals set out in Appendix B, Appendix C or Appendix D holds shares of Manatron Common Stock.
During the past five years, none of Constellation or any of its directors or executive officer
listed on Appendix A or Constellation, or, to the knowledge of Constellation, without
specific inquiry, OMERS, Birch Hill Equity Partners II, Birch Hill Equity, or Birch Hill
Holdings, or the individuals listed on Appendix B, Appendix C, and Appendix D hereto: (i) has been
convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii)
has been a party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
All shares of Manatron Common Stock acquired by Constellation were acquired with the working
capital of Constellation. All shares of Manatron Common Stock reported herein as being
beneficially owned by any of the directors and executive officers of Constellation were purchased
by them using personal funds. None of the shares of Manatron Common Stock that are the subject of
this Schedule 13D were acquired with borrowed funds.
Item 4. Purpose of Transaction.
The
shares of Manatron Common Stock reported herein as beneficially owned
by Constellation were
acquired by it for investment purposes. To the knowledge of Constellation, without specific
inquiry, the shares of Manatron Common Stock reported herein as beneficially owned by any person or
entity other than Constellation were acquired by such person or entity for investment purposes.
On December 14, 2006 Constellation delivered to the Issuer a letter (the Initial Proposal Letter)
containing a non-binding proposal to acquire all of the issued and outstanding Common Stock of the
Issuer that Constellation does not currently own, at a valuation of
US$ 9.00 per share in cash, in
a merger transaction.
The
proposal set forth in the Initial Proposal Letter was rejected by the Board of Directors
of the Issuer on December 20, 2006.
On
February 28, 2007, Constellation delivered to the Issuer a new letter (the Subsequent Proposal Letter)
containing a non-binding proposal to acquire all of the issued and outstanding Common Stock
of the Issuer that Constellation does not currently own, at a valuation of U. S. $10.00 per
share in cash, in a merger transaction. The proposal set forth in the
Subsequent Proposal Letter was rejected by the Board of Directors of
the Issue on March 8, 2007.
Item 5. Interest in Securities of the Issuer.
The percentages set forth in this
Item 5 are based on the 5,084,120 shares of Manatron Common Stock
that Issuer reported as outstanding in its Quarterly Report on Form 10-Q for its quarterly
period ending January 31, 2007.
(a) (i) Constellation
is the beneficial owner of 204,550 shares of Manatron Common Stock,
which constitute 4.02% of the shares of Manatron Common Stock issued and outstanding as of March 13, 2007. The number of shares of Manatron Common Stock reported in this section (a)(i) as
beneficially owned by Constellation includes all of the shares of Manatron Common Stock reported as
beneficially owned by Mark Leonard, but does not include any of the shares of Manatron Common Stock
reported as beneficially owned by any other shareholder, director or executive officer of
Constellation. The shares of Manatron Common Stock reported as beneficially owned by Mr. Leonard
have been attributed to Constellation because he has granted Constellation the right to vote the
shares of Manatron Common Stock beneficially owned by him.
(ii) Mark
Leonard is the beneficial owner of 54,992 shares of Manatron Common Stock, which
constitute 1.1% of the shares of Manatron Common Stock issued and outstanding as of March 13, 2007.
The number of shares of Manatron Common Stock reported in this section (a)(ii) does not include
any of the shares of Manatron Common Stock reported as beneficially owned by Constellation or any
other shareholder, director or executive officer of Constellation.
(iii) Except for Mr. Leonard, to the knowledge of Constellation, without specific inquiry, no
director or executive officer of Constellation beneficially owns any of the shares of Manatron
Common Stock issued and outstanding as of March 13, 2007.
(iv) To the knowledge of Constellation, without specific inquiry, none of OMERS and its
directors and executive officers beneficially owns any of the shares of Manatron Common Stock
issued and outstanding as of March 13, 2007.
(v) To the knowledge of Constellation, without specific inquiry, none of Birch Hill Equity
Partners II and its general partner beneficially owns any of the shares of Manatron Common Stock
issued and outstanding as of March 13, 2007.
(vi) To the knowledge of Constellation, without specific inquiry, none of Birch Hill Equity
and its directors and executive officers beneficially owns any of the shares of Manatron Common
Stock issued and outstanding as of March 13, 2007.
(vii) To the knowledge of Constellation, without specific inquiry, none of Birch Hill Holdings
and its directors and executive officers beneficially owns any of the shares of Manatron Common
Stock issued and outstanding as of March 13, 2007.
(b) (i) Constellation has the power to vote, or to direct the voting of, all of the shares of
Manatron Common Stock reported as beneficially owned by it in the response to subsection (a)(i) of
this Item 5. Except for the shares of Manatron Common Stock reported as beneficially owned by Mr.
Leonard but attributed to it in the response to subsection (a)(i) of this Item 5, Constellation has
the power to dispose of, or to direct the disposition of, all of the shares of Manatron Common
Stock reported as beneficially owned by it in the response to subsection (a)(i) of this Item 5.
(ii) Mr. Leonard has granted to Constellation the power to vote, or to direct the voting of,
all of the shares of Manatron Common Stock reported as beneficially owned by him in the response to
subsection (a)(ii) of this Item 5. Mr. Leonard has the power to dispose of, or to direct the
disposition of, all of the shares of Manatron Common Stock reported as beneficially owned by him in
the response to subsection (a)(ii) of this Item 5.
(iii) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (b),
to the knowledge of Constellation, without specific inquiry, none of the directors and executive
officers of Constellation has the power to vote or to direct the voting of, or the power to dispose
of or to direct the disposition of, any shares of Manatron Common Stock.
(iv) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (b), to
the knowledge of Constellation, without specific inquiry, none of OMERS and its directors and
executive officers has the power to vote or to direct the voting of, or the power to dispose of or
to direct the disposition of, any shares of Manatron Common Stock.
(v) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (b), to
the knowledge of Constellation, without specific inquiry, none of Birch Hill Equity Partners II and
its general partner has the power to vote or to direct the voting of, or the power to dispose of or
to direct the disposition of, any shares of Manatron Common Stock.
(vi) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (b), to
the knowledge of Constellation, without specific inquiry, none of Birch Hill Equity and its
directors and executive officers has the power to vote or to direct the voting of, or the power to
dispose of or to direct the disposition of, any shares of Manatron Common Stock.
(vii) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (b),
to the knowledge of Constellation, without specific inquiry, none of Birch Hill Holdings and its
directors and executive officers has the power to vote or to direct the voting of, or the power to
dispose of or to direct the disposition of, any shares of Manatron Common Stock.
(c)
Constellation has not effected any transactions in Manatron
Common Stock in the last 60 days except that Constellation has
sold shares as follows:
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Date |
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Shares Sold |
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Price |
March 13,
2007 |
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13,200 |
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$ 9.25 |
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March 14,
2007 |
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10,800 |
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$ 9.25 |
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March 15,
2007 |
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50,000 |
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$ 9.02 |
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(d) (i) Except for the shares of Manatron Common Stock reported as beneficially owned by Mr.
Leonard but attributed to it in the response to subsection (a)(i) of this Item 5, Constellation has
the right to receive or the power to direct the receipt of dividends from, and the proceeds from
the sale of, all of the shares of Manatron Common Stock reported as beneficially owned by it in the
response to subsection (a)(i) of this Item 5.
(ii) Mr. Leonard has the right to receive or the power to direct the receipt of dividends
from, and the proceeds from the sale of, all of the shares of Manatron Common Stock reported as
beneficially owned by him in the response to subsection (a)(ii) of this Item 5.
(iii) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (d),
to the knowledge of Constellation, without specific inquiry, none of the directors and executive
officers of Constellation has the right to receive or the power to direct the receipt of dividends
from, and the proceeds from the sale of, any shares of Manatron Common Stock.
(iv) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (d), to
the knowledge of Constellation, without specific inquiry, none of OMERS and its directors and
executive officers has the right to receive or the power to direct the receipt of dividends from,
and the proceeds from the sale of, any shares of Manatron Common Stock.
(v) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (d), to
the knowledge of Constellation, without specific inquiry, none of Birch Hill Equity Partners II and
its general partner has the right to receive or the power to direct the receipt of dividends from,
and the proceeds from the sale of, any shares of Manatron Common Stock.
(vi) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (d), to
the knowledge of Constellation, without specific inquiry, none of Birch Hill Equity and its
directors and executive officers has the right to receive or the power to direct the receipt of
dividends from, and the proceeds from the sale of, of, any shares of Manatron Common Stock.
(vii) Except as otherwise indicated in subsection (a) of this Item 5 or this subsection (d),
to the knowledge of Constellation, without specific inquiry, none of Birch Hill Holdings and its
directors and executive officers has the right to receive or the power to direct the receipt of
dividends from, and the proceeds from the sale of, any shares of Manatron Common Stock.
(e) Not applicable.
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Item 6. |
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Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer. |
Except as otherwise described in this Schedule 13D, to the knowledge of Constellation, none of
the persons or entities identified in Item 2 is a party to any contract, arrangement, understanding
or relationship with respect to any securities of the Issuer and none of the securities as to which
this Schedule 13D relates are pledged or are otherwise subject to a contingency the occurrence of which would give another person voting power or investment power
over such securities.
Item 7. Material to be Filed as Exhibits.
None.
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief, the undersigned
certifies that the information set forth in this statement is true, complete and correct.
Dated:
March 16, 2007
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CONSTELLATION SOFTWARE INC.
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By: |
/s/ Barry Symons
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Name: |
Barry Symons |
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Title: |
Chief Financial Officer and Secretary |
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APPENDIX A
PRINCIPAL BUSINESS ADDRESSES OF DIRECTORS OF CONSTELLATION
SOFTWARE INC.
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Michael Mazan
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Stephen J. Dent |
Senior Vice President
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Chair |
Birch Hill Equity Partners Management Inc.
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Birch Hill Equity Partners Management Inc. |
100 Wellington St West
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100 Wellington St West |
PO Box 22
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PO Box 22 |
Suite 2300
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Suite 2300 |
Toronto, Ontario M5K 1A1
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Toronto, Ontario M5K 1A1 |
Canada
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Canada |
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Lisa Melchior
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John Young |
Vice President
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Vice President |
OMERS Capital Partners Inc.
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OMERS Capital Partners Inc. |
Royal Bank Plaza,
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Royal Bank Plaza, |
South Tower,
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South Tower, |
200 Bay street, Suite 2010,
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200 Bay street, Suite 2010, |
Box 6, Toronto, Ontario M5J 2J2
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Box 6, Toronto, Ontario M5J 2J2 |
Canada
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Canada |
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Brian Aune
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Stephen Scotchmer |
Private Investor
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Private Investor |
1800 McGill College Avenue
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Royal Trust Tower |
Suite 3010
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Suite 2526 |
Montreal QC H3A 3J6
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Toronto Dominion Centre |
Canada
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Toronto, ON M5K 1K2 |
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Canada |
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Ian McKinnon
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Mark Leonard |
President & CEO
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President |
Certicom Corp.
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Constellation Software Inc. |
5520 Explorer Drive
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20 Adelaide St. East |
4th floor
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Suite 1200 |
Mississauga Ontario L4W 5L1
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Toronto Ontario, M5C 2T6 |
Canada
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Canada |
APPENDIX B
PRINCIPAL BUSINESS ADDRESSES OF DIRECTORS AND EXECUTIVE OFFICERS OF OMERS ADMINISTRATION CORPORATION
Directors:
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Frederick Biro
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David OBrien |
Executive Director
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President & Chief Executive Officer |
Regional Municipality of Peel Police Services Board
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Toronto Hydro Corporation |
10 Peel Centre Drive
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14 Carlton Street, 9th Floor |
Brampton ON L6T 4B9
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Toronto ON M5B 1K5 |
Canada
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Canada |
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David Carrington
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Michael Power |
Energy Advisor
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Mayor |
Toronto Hydro Electric System Ltd.
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Municipality of Greenstone |
Customer Management Service Dept.
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P.O. Box 70 |
5800 Yonge Street, 1st floor
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301 East Street |
Toronto ON M2M 3T3
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Geraldton ON P0T 1M0 |
Canada
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Canada |
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Ed DeSousa
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Peter Routliff |
Director of Finance & Treasurer
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International Representative |
Town of Halton Hills
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International Brotherhood of |
1 Halton Hills Dr.
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Electrical Workers (IBEW) |
Halton Hills ON L7G 5G2
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300-1450 Meyerside Drive |
Canada
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Mississauga ON L5T 2N5 |
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Canada |
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Richard Faber |
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Retiree
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Gerard Sequeira |
9962 Pinetree Crescent
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Director, Finance & Administration |
Grand Bend ON N0M 1T0
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Municipal Property Assessment Corporation (MPAC) |
Canada
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1305 Pickering Parkway |
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Pickering ON L1V 3P2 |
Rick Miller
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Canada |
Fire Fighter
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Windsor Fire Department
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John Weatherup |
815 Goyeau Street
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President |
Windsor ON N9A 1H7
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CUPE 400 |
Canada
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Suite 200 |
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1482 Bathurst Street
Toronto ON M5P 3H1 |
Ann
Mulvale Mayor
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Canada |
Town of Oakville |
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1225 Trafalgar Road, Box 310
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Cameron Weldon |
Oakville ON L6J 5A6
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Treasurer |
Canada
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City of Toronto |
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55 John Street
Metro Hall,
14th Floor |
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Toronto ON M5V 3C6 |
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Canada |
Officers:
The principal business address of the following officers is c/o The Ontario Municipal Employees
Retirement Board, 10th Floor, One University Avenue, Toronto, ON M5J 2P1 Canada.
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Paul Haggis
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President and Chief Executive Officer |
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Jennifer Brown
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Senior Vice President, Pension Division |
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Paul G. Renaud
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Acting Senior Vice President & CFO, Finance and Administration Division |
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Paul Pugh
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Senior Vice President, Public Investments |
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Debbie Oakley
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Senior Vice President, Corporate Affairs Division |
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Selma Lussenburg
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Senior Vice President, General Counsel & Corporate Secretary |
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Flo Paladino
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Vice President Human Resources Division |
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John Liu
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Vice President Internal Audit |
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Michael Latimer
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President and CEO, Oxford Properties Group |
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Michael Nobrega
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President and CEO, Borealis Infrastructure |
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Paul G. Renaud
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President and CEO, OMERS Capital Partners |
APPENDIX C
BIRCH HILL EQUITY PARTNERS II LTD.
Principal Business: General Partner (for Private Equity Fund)
Principal Address: 100 Wellington Street West, 23rd Floor, P. O. Box 22, Toronto, ON
M5K 1A1 Canada
Directors:
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Joseph P. Wiley
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Chief Executive Officer |
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Birch Hill Equity Partners Management Inc. |
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100 Wellington Street West |
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PO Box 22, Suite 2300 |
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Toronto, ON M5K 1A1
Canada |
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Stephen J. Dent
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Chair |
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Birch Hill Equity Partners Management Inc. |
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100 Wellington Street West |
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PO Box 22, Suite 2300 |
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Toronto, ON M5K 1A1 |
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Canada |
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|
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John B. MacIntyre
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|
President |
|
|
Birch Hill Equity Partners Management Inc. |
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|
100 Wellington Street West |
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PO Box 22, Suite 2300 |
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|
Toronto, ON M5K 1A1 |
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Canada |
Executive Officers:
The principal business address of the following executive officers is c/o Birch Hill Equity
Partners Management Inc. (as above).
Stephen J. Dent Chairman
John B. MacIntyre President
Joseph P. Wiley CEO
Pierre Schuurmans COO
Judith E. George General Counsel & Secretary
Peter Zissis CFO
Michael Mazan Sr. Vice President
Michael Salamon Sr. Vice President
David McCann Sr. Vice President
APPENDIX D
BIRCH HILL EQUITY PARTNERS II HOLDINGS LIMITED
Principal Business: Holding Company
Principal Address: 100 Wellington Street West, 23rd Floor, Toronto, ON M5K 1A1
DIRECTORS:
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Joseph P. Wiley
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Pierre Schuurmans |
Chief Executive Officer
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|
Chief Operating Officer |
Birch Hill Equity Partners Management Inc.
|
|
Birch Hill Equity Partners Management Inc. |
100 Wellington Street West
|
|
100 Wellington Street West |
PO Box 22, Suite 2300
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|
PO Box 22, Suite 2300 |
Toronto, ON M5K 1A1
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|
Toronto, ON M5K 1A1 |
Canada
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|
Canada |
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Stephen J. Dent
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Michael Salamon |
Chair
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Senior Vice President |
Birch Hill Equity Partners Management Inc.
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|
Birch Hill Equity Partners Management Inc. |
100 Wellington Street West
|
|
100 Wellington Street West |
PO Box 22, Suite 2300
|
|
PO Box 22, Suite 2300 |
Toronto, ON M5K 1A1
|
|
Toronto, ON M5K 1A1 |
Canada
|
|
Canada |
|
|
|
John B. MacIntyre |
|
|
President |
|
|
Birch Hill Equity Partners Management Inc. |
|
|
100 Wellington Street West |
|
|
PO Box 22, Suite 2300 |
|
|
Toronto, ON M5K 1A1 |
|
|
Canada |
|
|
Executive Officers:
The principal business address of the following executive officers is c/o Birch Hill Equity
Partners Management Inc. (as above).
|
|
|
Stephen J. Dent Chairman
|
|
Peter Zissis CFO |
John B. MacIntyre President
|
|
Michael Mazan Sr. Vice President |
Joseph P. Wiley CEO
|
|
Michael Salamon Sr. Vice President |
Pierre Schuurmans COO
|
|
David McCann Sr. Vice President |
Judith E. George General Counsel & Secretary |
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|