Edgar Filing: BALL BENJAMIN

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

BALL BENJAMIN

2. Issuer Name and Ticker or Trading Symbol
MITEL NETWORKS CORP [MITL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

ONE LETTERMAN DRIVE, BUILDING C - SUITE 410

3. Date of Earliest Transaction (Month/Day/Year)
11/30/2018

(Street)

SAN FRANCISCO, CA 94129

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares ⁽¹⁾ ⁽²⁾	11/30/2018		D		31,199	D	$ 11.15	0	D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Options (Common Shares)

$ 3.05

11/30/2018

18,819

12/23/2011

12/23/2018

Common Shares

18,819

⁽³⁾

Owned by Francisco Partners Management, LLC ⁽⁴⁾

Options (Common Shares)

$ 3.44

11/30/2018

18,131

03/07/2012

03/07/2019

Common Shares

18,131

⁽³⁾

Owned by Francisco Partners Management, LLC ⁽⁴⁾

Options (Common Shares)

$ 4.22

11/30/2018

22,343

03/07/2012

03/07/2019

Common Shares

22,343

⁽³⁾

Owned by Francisco Partners Management, LLC ⁽⁴⁾

Options (Common Shares)

$ 2.61

11/30/2018

21,569

09/06/2012

09/06/2019

Common Shares

21,569

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 3.06

11/30/2018

20,194

12/06/2012

12/06/2019

Common Shares

20,194

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 3.94

11/30/2018

20,263

03/07/2013

03/07/2020

Common Shares

20,263

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 3.8

11/30/2018

20,263

07/01/2013

07/01/2020

Common Shares

20,263

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 4.64

11/30/2018

8,588

09/05/2013

09/05/2020

Common Shares

8,588

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 9.58

11/30/2018

7,061

12/12/2013

12/12/2020

Common Shares

7,061

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 8.79

11/30/2018

6,909

02/05/2014

02/05/2021

Common Shares

6,909

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 10.83

11/30/2018

6,828

05/20/2014

05/20/2021

Common Shares

6,828

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 9.96

11/30/2018

6,828

08/14/2014

08/14/2021

Common Shares

6,828

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 9.96

11/30/2018

6,972

11/13/2014

11/13/2021

Common Shares

6,972

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 9.7

11/30/2018

966

03/05/2015

03/05/2022

Common Shares

966

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 8.94

11/30/2018

20,000

12/31/2015

05/14/2022

Common Shares

20,000

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Options (Common Shares)

$ 7.17

11/30/2018

10,000

03/04/2017

03/04/2023

Common Shares

10,000

⁽³⁾

Owned by Francisco Partners Management, LLC(4)

Restricted Stock Units

⁽⁵⁾

11/30/2018

14,500

⁽⁵⁾

Common Shares

14,500

⁽⁵⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BALL BENJAMIN ONE LETTERMAN DRIVE BUILDING C - SUITE 410 SAN FRANCISCO, CA 94129	X

Signatures

/s/ Benjamin Ball		12/04/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On November 30, 2018 (the "Closing Date"), MLN AcquisitionCo ULC (the "Purchaser") acquired all of the outstanding common shares of Mitel Networks Corporation (the "Issuer") under a plan of arrangement under the Canada Business Corporations Act (the "Plan of Arrangement"), and Issuer became a wholly owned subsidiary of the Purchaser, an entity currently owned and controlled by funds affiliated with Searchlight Capital Partners, L.P., a private equity investment group.
(2)	Pursuant to the Plan of Arrangement, each common share was transferred to the Purchaser in exchange for the right to receive US$11.15 in cash, without interest and less any applicable withholding taxes.
(3)	Pursuant to the Plan of Arrangement, options to purchase common shares (the "Options") were accelerated and all Options were cancelled in exchange for the right to receive an amount equal to the excess, if any, of US$11.15 over the exercise price of such option, less any applicable withholding taxes.
(4)	Benjamin Ball is a partner of Francisco Partners Management, LLC ("Francisco Partners"), has voting and investment power over the common shares of the Issuer held by Francisco Partners. Mr. Ball expressly disclaims such beneficial ownership except to the extent of any pecuniary interest therein.
(5)	Represents 14,500 common shares underlying 14,500 restricted stock units. Pursuant to the Plan of Arrangement, each restricted share unit was cancelled in exchange for the right to receive US$11.15 in cash, less any applicable withholding taxes.

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