0000899243-15-008634.txt : 20160204
0000899243-15-008634.hdr.sgml : 20160204
20151120173410
ACCESSION NUMBER: 0000899243-15-008634
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151118
FILED AS OF DATE: 20151120
DATE AS OF CHANGE: 20151120
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Freshpet, Inc.
CENTRAL INDEX KEY: 0001611647
STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040]
IRS NUMBER: 201884894
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 400 PLAZA DRIVE, 1ST FLOOR
CITY: SECAUCUS
STATE: NJ
ZIP: 07094
BUSINESS PHONE: 201-520-4000
MAIL ADDRESS:
STREET 1: 400 PLAZA DRIVE, 1ST FLOOR
CITY: SECAUCUS
STATE: NJ
ZIP: 07094
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MIDOCEAN ASSOCIATES SPC
CENTRAL INDEX KEY: 0001268107
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36729
FILM NUMBER: 151247640
BUSINESS ADDRESS:
STREET 1: C/O MIDOCEAN PARTNERS
STREET 2: 320 PARK AVENUE, 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 2124971400
MAIL ADDRESS:
STREET 1: C/O MIDOCEAN PARTNERS
STREET 2: 320 PARK AVENUE, 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MidOcean US Advisor, L.P.
CENTRAL INDEX KEY: 0001628540
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36729
FILM NUMBER: 151247641
BUSINESS ADDRESS:
STREET 1: C/O MIDOCEAN PARTNERS
STREET 2: 320 PARK AVENUE, 16TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-497-1400
MAIL ADDRESS:
STREET 1: C/O MIDOCEAN PARTNERS
STREET 2: 320 PARK AVENUE, 16TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MIDOCEAN PARTNERS III L P
CENTRAL INDEX KEY: 0001372837
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36729
FILM NUMBER: 151247644
BUSINESS ADDRESS:
STREET 1: 320 PARK AVE SUITE 1700
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-497-1400
MAIL ADDRESS:
STREET 1: 320 PARK AVE SUITE 1700
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ULTRAMAR CAPITAL LTD
CENTRAL INDEX KEY: 0001268106
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36729
FILM NUMBER: 151247645
BUSINESS ADDRESS:
STREET 1: C/O MIDOCEAN PARTNERS
STREET 2: 320 PARK AVENUE, 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 2124971400
MAIL ADDRESS:
STREET 1: C/O MIDOCEAN PARTNERS
STREET 2: 320 PARK AVENUE, 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VIRTUE J EDWARD
CENTRAL INDEX KEY: 0001268105
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36729
FILM NUMBER: 151247646
MAIL ADDRESS:
STREET 1: 320 PARK AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MIDOCEAN PARTNERS III-A L P
CENTRAL INDEX KEY: 0001372838
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36729
FILM NUMBER: 151247643
BUSINESS ADDRESS:
STREET 1: 320 PARK AVE SUITE 1700
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-497-1400
MAIL ADDRESS:
STREET 1: 320 PARK AVE SUITE 1700
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MIDOCEAN PARTNERS III-D L P
CENTRAL INDEX KEY: 0001372839
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36729
FILM NUMBER: 151247642
BUSINESS ADDRESS:
STREET 1: 320 PARK AVE SUITE 1700
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-497-1400
MAIL ADDRESS:
STREET 1: 320 PARK AVE SUITE 1700
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-11-18
0
0001611647
Freshpet, Inc.
FRPT
0001268107
MIDOCEAN ASSOCIATES SPC
C/O MIDOCEAN PARTNERS
320 PARK AVE, SUITE 1600
NEW YORK
NY
10022
0
0
1
0
0001268105
VIRTUE J EDWARD
C/O MIDOCEAN PARTNERS
320 PARK AVE, SUITE 1600
NEW YORK
NY
10022
0
0
1
0
0001268106
ULTRAMAR CAPITAL LTD
C/O MIDOCEAN PARTNERS
320 PARK AVE, SUITE 1600
NEW YORK
NY
10022
0
0
1
0
0001372837
MIDOCEAN PARTNERS III L P
C/O MIDOCEAN PARTNERS
320 PARK AVE, SUITE 1600
NEW YORK
NY
10022
0
0
1
0
0001372838
MIDOCEAN PARTNERS III-A L P
C/O MIDOCEAN PARTNERS
320 PARK AVE, SUITE 1600
NEW YORK
NY
10022
0
0
1
0
0001372839
MIDOCEAN PARTNERS III-D L P
C/O MIDOCEAN PARTNERS
320 PARK AVE, SUITE 1600
NEW YORK
NY
10022
0
0
1
0
0001628540
MidOcean US Advisor, L.P.
C/O MIDOCEAN PARTNERS
320 PARK AVE, SUITE 1600
NEW YORK
NY
10022
0
0
1
0
Common Stock
2015-11-18
4
P
0
210750
6.2628
A
7151750
I
See footnotes
Common Stock
2015-11-19
4
P
0
98070
6.3316
A
7249820
I
See footnotes
Common Stock
2015-11-20
4
P
0
35000
6.8497
A
7284820
I
See footnotes
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.12 to $6.30. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in Footnotes (1), (2) and (3) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.25 to $6.40.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.695 to $6.950.
Following the transactions reported on this Form 4, 4,503,859 shares of Common Stock are held by MidOcean Partners III, L.P., 2,394,425 shares of Common Stock are held by MidOcean Partners III-A, L.P. and 384,036 shares of Common Stock are held by MidOcean Partners III-D, L.P. (collectively, the "MidOcean Entities"). MidOcean Associates, SPC by and on behalf of its Segregated Portfolio, MidOcean Partners Segregated Portfolio III ("Associates") is the General Partner of each of the MidOcean Entities. MidOcean US Advisor, L.P. ("US Advisor") provides investment advisory services to each of the MidOcean Entities and Associates, and holds 2,500 shares of restricted Common Stock that were awarded to US Advisor under the Issuer's 2014 Omnibus Incentive Plan for director services provided by Jonathan Marlow,
(Continued from footnote 4) an employee of US Advisor, and vest on the first anniversary of the grant date, subject to the continued service of Jonathan Marlow (or another appointee of MidOcean Partners) on the Board of Directors of the Issuer at such date. J. Edward Virtue indirectly controls the shares of common stock held by the MidOcean Entities and the restricted Common Stock held by US Advisor. Accordingly, Associates, US Advisor and Mr. Virtue may be deemed to have beneficial ownership of the shares of common stock held by the MidOcean Entities and Mr. Virtue may be deemed to have beneficial ownership of the shares of restricted Common Stock held by US Advisor.
(Continued from footnote 5) Each of Associates, US Advisor and Mr. Virtue disclaim beneficial ownership of the shares owned of record by any other person or entity except to the extent of their pecuniary interest therein.
MIDOCEAN ASSOCIATES, SPC, by and on behalf of its Segregated Portfolio, MidOcean Partners Segregated Portfolio III, /s/ J. Edward Virtue, By: J. Edward Virtue, Title: Managing Director
2015-11-20
MIDOCEAN PARTNERS III, L.P., By: MidOcean Associates, SPC, by and on behalf of its Segregated Portfolio, MidOcean Partners Segregated Portfolio III, its general partner, /s/ J. Edward Virtue, By: J. Edward Virtue, Title: Managing Director
2015-11-20
MIDOCEAN PARTNERS III-A, L.P., By: MidOcean Associates, SPC, by and on behalf of its Segregated Portfolio, MidOcean Partners Segregated Portfolio III, its general partner, /s/ J. Edward Virtue, By: J. Edward Virtue, Title: Managing Director
2015-11-20
MIDOCEAN PARTNERS III-D, L.P., By: MidOcean Associates, SPC, by and on behalf of its Segregated Portfolio, MidOcean Partners Segregated Portfolio III, its general partner, /s/ J. Edward Virtue, By: J. Edward Virtue, Title: Managing Director
2015-11-20
MIDOCEAN US ADVISOR, L.P., /s/ J. Edward Virtue, By: J. Edward Virtue, Title: Chief Executive Officer
2015-11-20
ULTRAMAR CAPITAL LTD, /s/ J. Edward Virtue, By: J. Edward Virtue, Title: Chief Executive Officer
2015-11-20
J. EDWARD VIRTUE, /s/ J. Edward Virtue
2015-11-20