0001209191-15-086272.txt : 20151221
0001209191-15-086272.hdr.sgml : 20151221
20151221093238
ACCESSION NUMBER: 0001209191-15-086272
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151218
FILED AS OF DATE: 20151221
DATE AS OF CHANGE: 20151221
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Roundy's, Inc.
CENTRAL INDEX KEY: 0001536035
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411]
IRS NUMBER: 272337996
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0103
BUSINESS ADDRESS:
STREET 1: 875 EAST WISCONSIN AVENUE
CITY: MILWAUKEE
STATE: WI
ZIP: 53202
BUSINESS PHONE: 414-231-5000
MAIL ADDRESS:
STREET 1: 875 EAST WISCONSIN AVENUE
CITY: MILWAUKEE
STATE: WI
ZIP: 53202
FORMER COMPANY:
FORMER CONFORMED NAME: Roundy's Parent Company, Inc.
DATE OF NAME CHANGE: 20111130
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: STEIN AVY H
CENTRAL INDEX KEY: 0001038635
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35422
FILM NUMBER: 151298463
MAIL ADDRESS:
STREET 1: C/O INTERVAL LEISURE GROUP, INC.
STREET 2: 6262 SUNSET DRIVE
CITY: MIAMI
STATE: FL
ZIP: 33143
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-12-18
1
0001536035
Roundy's, Inc.
RNDY
0001038635
STEIN AVY H
1033 SKOKIE BOULEVARD SUITE 360
NORTHBROOK
IL
60062
1
0
1
0
Common Stock, par value $0.01
2015-12-18
4
U
0
32376
3.60
D
21904
D
Common Stock, par value $0.01
2015-12-18
4
D
0
21904
3.60
D
0
D
Common Stock, par value $0.01
2015-12-18
4
U
0
3334911
3.60
D
0
I
See Footnote
Common Stock, par value $0.01
2015-12-18
4
U
0
100413
3.60
D
0
I
See Footnote
Common Stock, par value $0.01
2015-12-18
4
U
0
100413
3.60
D
0
I
See Footnote
Common Stock, par value $0.01
2015-12-18
4
U
0
28920
3.60
D
0
I
See Footnote
On December 18, 2015, pursuant to the terms of the Agreement and Plan of Merger, dated November 10, 2015, by and among the Issuer, The Kroger Co. ("Kroger") and KS Merger Sub Inc. ("Merger Sub"), a wholly-owned subsidiary of Kroger (the "Merger Agreement") at the effective time, each outstanding share of Issuer's Common Stock was converted in to the right to receive $3.60 per share (the "Offer Price"). On November 19, 2015, Merger Sub made an offer to purchase each outstanding share of the Issuer's Common Stock (the "Offer") for the Offer Price.
These shares were tendered by Avy H. Stein into the Offer.
Pursuant to the Merger Agreement, immediately prior to the effective time, these restricted stock units were cancelled in exchange for a per unit cash payment equal to the Offer Price, without any interest and subject to any tax withholding.
These shares were tendered by Willis Stein & Partners III Sub, L.P. ("Fund III") into the Offer. Fund III is the record owner of these shares. Willis Stein & Partners Management III, L.P. ("Fund III General Partner") is the sole general partner of Fund III. Willis Stein & Partners Management III, LLC ("Management III") is the sole general partner of Fund III General Partner. John R. Willis and Avy H. Stein ("Managing Partners") are the Managing Partners of Management III. The Managing Partners, acting together, have the power to vote or dispose of these shares. Neither of the Managing Partners, acting alone, has voting or dispositive authority over any shares.
These shares were tendered by Willis Stein & Partners Dutch III-A Sub, L.P. ("Dutch III-A") into the Offer. Dutch III-A is the record owner of these shares. Fund III General Partner is the sole general partner of Dutch III-A. Management III is the sole general partner of Fund III General Partner. The Managing Partners are the Managing Partners of Management III. The Managing Partners, acting together, have the power to vote or dispose of these shares. Neither of the Managing Partners, acting alone, has voting or dispositive authority over any shares.
These shares were tendered by Willis Stein & Partners Dutch III-B Sub, L.P. ("Dutch III-B") into the Offer. Dutch III-B is the record owner of these shares. Fund III General Partner is the sole general partner of Dutch III-B. Management III is the sole general partner of Fund III General Partner. The Managing Partners are the Managing Partners of Management III. The Managing Partners, acting together, have the power to vote or dispose of these shares. Neither of the Managing Partners, acting alone, has voting or dispositive authority over any shares.
These shares were tendered by Willis Stein & Partners III-C Sub, L.P. ("Fund III-C") into the Offer. Fund III-C is the record owner of these shares. Fund III General Partner is the sole general partner of Fund III-C. Management III is the sole general partner of Fund III General Partner. The Managing Partners are the Managing Partners of Management III. The Managing Partners, acting together, have the power to vote or dispose of these shares. Neither of the Managing Partners, acting alone, has voting or dispositive authority over any shares.
/s/ Edward G. Kitz, by power of attorney
2015-12-21