0000904454-14-000309.txt : 20140318
0000904454-14-000309.hdr.sgml : 20140318
20140318164452
ACCESSION NUMBER: 0000904454-14-000309
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140314
FILED AS OF DATE: 20140318
DATE AS OF CHANGE: 20140318
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: COTY INC.
CENTRAL INDEX KEY: 0001024305
STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844]
IRS NUMBER: 133823358
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 350 FIFTH AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10118
BUSINESS PHONE: 212-479-4300
MAIL ADDRESS:
STREET 1: 350 FIFTH AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10118
FORMER COMPANY:
FORMER CONFORMED NAME: COTY INC /
DATE OF NAME CHANGE: 19961004
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berkshire Investors III LLC
CENTRAL INDEX KEY: 0001505184
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35964
FILM NUMBER: 14701542
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617 227-0050
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BERKSHIRE FUND VII L.P.
CENTRAL INDEX KEY: 0001374109
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35964
FILM NUMBER: 14701545
BUSINESS ADDRESS:
STREET 1: C/O BERKSHIRE PARTNERS LLC
STREET 2: 200 CLARENDON STREET, 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-227-0050
MAIL ADDRESS:
STREET 1: C/O BERKSHIRE PARTNERS LLC
STREET 2: 200 CLARENDON STREET, 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: BERKSHIRE FUND VII L P
DATE OF NAME CHANGE: 20060829
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BPSP, L.P.
CENTRAL INDEX KEY: 0001597787
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35964
FILM NUMBER: 14701546
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: (617) 227-0050
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Seventh Berkshire Associates LLC
CENTRAL INDEX KEY: 0001505181
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35964
FILM NUMBER: 14701547
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617 227-0050
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berkshire Partners LLC
CENTRAL INDEX KEY: 0001312988
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35964
FILM NUMBER: 14701548
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-227-0050
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
FORMER NAME:
FORMER CONFORMED NAME: Berkshire Partners LLC (d/b/a Stockbridge Investors)
DATE OF NAME CHANGE: 20120313
FORMER NAME:
FORMER CONFORMED NAME: Berkshire Partners LLC
DATE OF NAME CHANGE: 20041229
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berkshire Investors IV LLC
CENTRAL INDEX KEY: 0001505185
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35964
FILM NUMBER: 14701543
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617 227-0050
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
STREET 2: 35TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BERKSHIRE FUND VII-A L.P.
CENTRAL INDEX KEY: 0001374108
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35964
FILM NUMBER: 14701544
BUSINESS ADDRESS:
STREET 1: ONE BOSTON PLACE
CITY: BOSTON
STATE: MA
ZIP: 02108
BUSINESS PHONE: 617-227-0050
MAIL ADDRESS:
STREET 1: ONE BOSTON PLACE
CITY: BOSTON
STATE: MA
ZIP: 02108
FORMER NAME:
FORMER CONFORMED NAME: BERKSHIRE FUND VII-A L P
DATE OF NAME CHANGE: 20060829
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2014-03-14
0001024305
COTY INC.
COTY
0001312988
Berkshire Partners LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001505181
Seventh Berkshire Associates LLC
C/O BERKSHIRE PARTNERS LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001597787
BPSP, L.P.
C/O BERKSHIRE PARTNERS LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001374109
BERKSHIRE FUND VII L.P.
C/O BERKSHIRE PARTNERS LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001374108
BERKSHIRE FUND VII-A L.P.
C/O BERKSHIRE PARTNERS LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001505185
Berkshire Investors IV LLC
C/O BERKSHIRE PARTNERS LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001505184
Berkshire Investors III LLC
C/O BERKSHIRE PARTNERS LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON
MA
02116
0
0
1
0
Common Stock
2014-03-14
4
J
0
5850414
0
D
9194265
I
See Footnotes
Common Stock
2014-03-14
4
J
0
44897
0
D
70560
D
Common Stock
2014-03-14
4
J
0
104689
0
D
164523
D
Common Stock
34167
I
See Footnotes
Represents a pro-rata distribution to partners and members and, with respect to certain Reporting Persons, includes subsequent distributions by the general partner or managing member to their respective partners or members.
Represents shares of Class B Common Stock held indirectly by Berkshire Partners LLC ("Berkshire Partners"), BPSP, L.P. ("BPSP") and Seventh Berkshire Associates LLC ("7BA"). Each share of Class B Common Stock is convertible to Class A Common Stock on a one-for-one basis. Berkshire Fund VII, L.P. ("Fund VII") distributed 4,928,935 shares and, following such distribution, owns 7,746,108 shares of Class B Common Stock. Berkshire Fund VII-A, L.P. ("Fund VII-A") distributed 921,479 shares and, following such distribution, owns 1,448,157 shares of Class B Common Stock. BPSP is the managing member of Berkshire Partners, the registered investment adviser to the Berkshire Entities (as defined below). 7BA is the sole general partner of Fund VII and Fund VII-A.
Berkshire Partners, BPSP and 7BA are under common control and may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. Each of Berkshire Partners, BPSP and 7BA disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein.
Represents shares of Class B Common Stock held directly by Berkshire Investors III LLC ("BI3"). BI3 may be deemed to be, but does not admit to being, a member of a group holding over 10% of the outstanding Common Stock of the Issuer for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.
Represents shares of Class B Common Stock held directly by Berkshire Investors IV LLC ("BI4" and together with Fund VII, Fund VII-A and BI3, the "Berkshire Entities"). BI4 may be deemed to be, but does not admit to being, a member of a group holding over 10% of the outstanding Common Stock of the Issuer for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.
Represents Class A Common Stock Restricted Stock Units in which Berkshire Partners has an economic interest and that were received by Bradley M. Bloom, a managing member of, or managing member of the general partner of, each of the Berkshire Entities, in connection with his service on the board of directors of the Issuer.
One or more of the Reporting Persons are party to a stockholders agreement that relates to the voting of the shares covered by this Report and, as such, may be deemed to be a member, or members, of a group holding over 10% of the outstanding Common Stock of the Issuer for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. The filing of this Report is not an admission that the Reporting Persons are members of a group or beneficial owners of any shares other than those in which they have a pecuniary interest.
/s/ Sharlyn C. Heslam, Managing Director, Berkshire Partners LLC
2014-03-18
/s/ Sharlyn C. Heslam, Managing Director, Berkshire Investors III LLC
2014-03-18
/s/ Sharlyn C. Heslam, Managing Director, Seventh Berkshire Associates LLC
2014-03-18
/s/ Sharlyn C. Heslam, Managing Director, Berkshire Partners Holdings LLC, the general partner of BPSP, L.P.
2014-03-18
/s/ Sharlyn C. Heslam, Managing Director of Seventh Berkshire Associates LLC, the general partner of Berkshire Fund VII, L.P.
2014-03-18
/s/ Sharlyn C. Heslam, Managing Director of Seventh Berkshire Associates LLC, the general partner of Berkshire Fund VII-A, L.P.
2014-03-18
/s/ Sharlyn C. Heslam, Managing Director, Berkshire Investors IV LLC
2014-03-18