3i investments plc - see footnote investment history in Gain capital holdings inc

Filed on 2013-07-12 by 3i Investments Plc SEC CIK 1163603 Form 3

Accession 0001444363-13-000013.txt Sec File: edgar/data/1163603/0001444363-13-000013-index.htm

2012-03-30 3i Investments Plc (CIK 1163603) through See Footnote (Member Of 10% Owner Group)

Invested in Gain Capital Holdings Inc remaining shares owned 851967

Common Stock Gain Capital Holdings Inc Gcap

f1 on march 30, 2012, 851,967 shares previously owned directly by 3i technology partners iii lp ("technology partners") were transferred to mayflower l.p. ("mayflower"), an affiliate of technology partners. 3i investments plc is the manager of mayflower and has sole investment authority over the shares held by mayflower and may be deemed to have voting and dispositive power with respect to the shares of common stock held by mayflower. 3i investments plc disclaims beneficial ownership of the shares, except to the extent of its pecuniary interest, if any, therein.