0001510192-12-000010.txt : 20120203 0001510192-12-000010.hdr.sgml : 20120203 20120203142012 ACCESSION NUMBER: 0001510192-12-000010 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120201 FILED AS OF DATE: 20120203 DATE AS OF CHANGE: 20120203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MURRAY STEPHEN CENTRAL INDEX KEY: 0001096949 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569234 MAIL ADDRESS: STREET 1: CCMP CAPITAL ADVISORS, LLC STREET 2: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brenneman Greg Dean CENTRAL INDEX KEY: 0001482243 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569235 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Francesca's Holdings CORP CENTRAL INDEX KEY: 0001399935 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 208874704 BUSINESS ADDRESS: STREET 1: 3480 WEST 12TH STREET CITY: Houston STATE: TX ZIP: 77008 BUSINESS PHONE: 713-864-1358 MAIL ADDRESS: STREET 1: 3480 WEST 12TH STREET CITY: Houston STATE: TX ZIP: 77008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ZANNINO RICHARD F CENTRAL INDEX KEY: 0001189770 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569233 MAIL ADDRESS: STREET 1: C/O IAC/INTERACTIVECORP STREET 2: 555 WEST 18TH STREET CITY: NEW YORK STATE: NY ZIP: 10011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital, LLC CENTRAL INDEX KEY: 0001372939 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569240 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Associates GP, LLC CENTRAL INDEX KEY: 0001372940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569236 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Associates, L.P. CENTRAL INDEX KEY: 0001372941 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569237 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Investors II, L.P. CENTRAL INDEX KEY: 0001372942 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569239 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Investors (Cayman) II, L.P. CENTRAL INDEX KEY: 0001373028 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 12569238 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 4 1 primary_doc.xml PRIMARY DOCUMENT X0304 4 2012-02-01 0 0001399935 Francesca's Holdings CORP FRAN 0001372939 CCMP Capital, LLC 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 0001372942 CCMP Capital Investors II, L.P. 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 0001373028 CCMP Capital Investors (Cayman) II, L.P. C/O WALKERS SERVICES LTD, WALKER HOUSE 87 MARY STREET, GEORGE TOWN GRAND CAYMAN E9 KY1-9005 CAYMAN ISLANDS 1 0 1 0 0001372941 CCMP Capital Associates, L.P. 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 0001372940 CCMP Capital Associates GP, LLC 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 0001482243 Brenneman Greg Dean C/O CCMP CAPITAL, LLC 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 0001096949 MURRAY STEPHEN C/O CCMP CAPITAL, LLC 245 PARK AVENUE NEW YORK NY 10067 1 0 1 0 0001189770 ZANNINO RICHARD F C/O CCMP CAPITAL, LLC 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 Common Stock 2012-02-01 4 S 0 10059100 23 D 16649445.649 D Common Stock 2012-02-01 4 S 0 8876019 23 D 14691254.105 D Common Stock 2012-02-01 4 S 0 1183081 23 D 1958191.544 D Represents shares of the Issuer's common stock sold by CCMP Capital Investors II, L.P. (8,876,019 shares) and CCMP Capital Investors (Cayman) II, L.P. (1,183,081 shares) in an underwritten public offering completed on February 1, 2012. Represents shares of the Issuer's common stock sold by CCMP Capital Investors II, L.P. in an underwritten public offering completed on February 1, 2012. Represents shares of the Issuer's common stock sold by CCMP Capital Investors (Cayman) II, L.P. in an underwritten public offering completed on February 1, 2012. See Exhibit 99. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by CCMP Capital Investors II, L.P. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by CCMP Capital Investors (Cayman) II, L.P. See Exhibit 99 CCMP Capital, LLC /s/ Stephen P. Murray, President and CEO 2012-02-03 CCMP Capital Investors II, L.P., By: CCMP Capital Associates, L.P., its general partner, By: CCMP Capital Associates GP, LLC, its general partner /s/ Stephen P. Murray, President and CEO 2012-02-03 CCMP Capital Investors (Cayman) II, L.P., By: CCMP Capital Associates, L.P., its general partner, By: CCMP Capital Associates GP, LLC, its general partner /s/ Stephen P. Murray, President and CEO 2012-02-03 CCMP Capital Associates, L.P., By CCMP Capital Associates GP, LLC, its general partner /s/ Stephen P. Murray, President and CEO 2012-02-03 CCMP Capital Associates GP, LLC /s/ Stephen P. Murray, President and CEO 2012-02-03 /s/ Greg D. Brenneman 2012-02-03 /s/ Stephen P. Murray 2012-02-03 /s/ Richard Zannino 2012-02-03 EX-99 2 exhibit99.txt EXHIBIT 99 Exhibit 99 This Form 4 is being filed by (i) CCMP Capital Investors II, L.P. ("CCMP Capital Investors"), (ii) CCMP Capital Investors (Cayman) II, L.P. ("CCMP Cayman" and together with CCMP Capital Investors, the "CCMP Capital Funds"), (iii) CCMP Capital Associates, L.P. ("CCMP Capital Associates"), the general partner of the CCMP Capital Funds, (iv) CCMP Capital Associates GP, LLC ("CCMP Capital Associates GP"), the general partner of CCMP Capital Associates, (v) CCMP Capital, LLC ("CCMP Capital"), the owner of CCMP Capital Associates GP, and (vi) each of Greg Brenneman, Richard Zannino and Stephen Murray (together with the CCMP Capital Funds, CCMP Capital Associates and CCMP Capital Associates GP, the "Reporting Persons"), in his capacity as a member of the CCMP Capital investment committee that makes voting and disposition decisions with respect to the Issuer's common stock beneficially owned by CCMP Capital. Each of CCMP Capital Associates, CCMP Capital Associates GP and CCMP Capital may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to beneficially own the Issuer's common stock reported herein held by the CCMP Capital Funds. The actual pro rata portion of beneficial ownership of any such shares held by the CCMP Capital Funds that may be deemed attributable to CCMP Capital Associates, CCMP Capital Associates GP and CCMP Capital is not readily determinable because it is subject to several variables, including the internal rate of return and vesting of interests within CCMP Capital Associates and the CCMP Capital Funds. As a consequence of being members of a CCMP Capital investment committee, Greg Brenneman, Richard Zannino and Stephen Murray may be deemed, pursuant to Rule 13d-3 under the Exchange Act, to beneficially own all of the listed shares. The actual pro-rata portion of beneficial ownership of any shares that may be deemed attributable to Messrs. Brenneman, Zannino and Murray is not readily determinable because it is subject to several variables, including the internal rate of return and vesting of interests within CCMP Capital Associates and the CCMP Capital Funds. Messrs. Brenneman and Zannino are members of the Issuer's board of directors. The Reporting Persons disclaim beneficial ownership of the securities to the extent it exceeds their pecuniary interest therein and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for the purposes of Section 16 or otherwise. The amount shown represents the beneficial ownership of the Issuer's common stock held by the Reporting Persons as a group.