Dollar General 2007 Annual Report Download - page 161

159
Name of Beneficial Owner
Amount and Nature of
Beneficial Ownership
Percent of
Class
KKR(1)(2) 288,399,897 51.92%
The Goldman Sachs Group, Inc.(2)(3) 119,999,943 21.60%
Citigroup Capital Partners(2)(4) 39,999,981 7.20%
CPP Investment Board (USRE II) Inc.(2)(5) 40,000,000 7.20%
Wellington Management Company, LLP(2)(6) 40,000,000 7.20%
Michael M. Calbert(7) 288,399,897 51.92%
Raj Agrawal(7) 288,399,897 51.92%
Adrian Jones(8) 119,999,943 21.60%
Dean B. Nelson -- --
Richard W. Dreiling(9)(10) 1,140,000 *
David L. Beré(10) 687,177 *
David A. Perdue -- --
David M. Tehle(10) 318,001 *
Beryl J. Buley(10) 288,797 *
Kathleen R. Guion(10) 250,698 *
Challis M. Lowe(10) 199,255 *
All current directors and executive officers as a group
(13 persons)(7)(8)(10)
411,722,995 73.86%
* Denotes less than 1% of class.
(1) Includes the following number of shares held by the following entities: KKR 2006 Fund L.P.
(203,464,902.69); KKR PEI Investments, L.P. (49,999,976.09); KKR Partners III, L.P. (4,724,997.74)
and Buck Holdings Co-Invest, LP (30,210,020). Buck Holdings Co-Invest GP, LLC, which is
controlled by KKR 2006 GP LLC, is the general partner of Buck Holdings Co-Invest, LP, and has the
right to manage the affairs of such entity, and thus is deemed to be the beneficial owner of the
securities owned by such entity. However, it does not have any economic or other dispositive rights
with respect to such securities and thus disclaims beneficial ownership with respect thereto. The
address of KKR is c/o Kohlberg Kravis Roberts & Co. L.P., 2800 Sand Hill Road, Suite 200, Menlo
Park, CA 94025.
(2) Indirectly held through Buck Holdings, L.P.
(3) Includes the following number of shares held by the following entities: GS Capital Partners VI
Parallel, L.P. (12,194,145.412); GS Capital Partners VI GmbH & Co. KG (1,576,025.208); GS Capital
Partners VI Fund, L.P. (44,345,094.704); GS Capital Partners VI Offshore Fund, L.P.
(36,884,689.242); Goldman Sachs DGC Investors, L.P. (6,692,778.104) and Goldman Sachs DGC
Investors Offshore Holdings, L.P. (13,307,212.332) (collectively, the “GS Funds”); and GSUIG,
L.L.C. (4,999,997.608). Affiliates of The Goldman Sachs Group, Inc. are the general partner,
managing general partner or investment manager of each of the GS Funds, and each of the GS Funds
shares voting and investment power with certain of its respective affiliates. Each of the GS Funds is
affiliated with or managed by Goldman, Sachs & Co., a wholly owned subsidiary of The Goldman
Sachs Group, Inc. Each of The Goldman Sachs Group, Inc. and Goldman, Sachs & Co. disclaims
beneficial ownership of the shares owned by each of the GS Funds, except to the extent of their
pecuniary interest therein, if any. The address of each of the GS Funds and GSUIG, L.L.C. is
c/o Goldman, Sachs & Co., 85 Broad Street 10th floor, New York, New York 10004.
(4) Includes the following number of shares held by the following entities: Citigroup Capital Partners II
Employee Master Fund, L.P. (8,598,705.956); Citigroup Capital Partners II 2007 Citigroup
Investment, L.P. (7,655,121.066); Citigroup Capital Partners II Onshore, L.P. (3,881,957.266);
Citigroup Capital Partners II Cayman Holdings, L.P. (4,864,203.756) and CPE Co-Investment (Dollar
General) LLC (14,999,992.826). The address of Citigroup Capital Partners is c/o Citigroup Inc.,
388 Greenwich Street, 32nd Floor, New York, New York 10013.
(5) The Address of CPP Investment Board (USRE II) Inc. is c/o Canada Pension Plan Investment Board,
One Queen Street East, Suite 2600, Toronto, ON M5C 2W5, Canada.