0000919574-19-006205.txt : 20191003
0000919574-19-006205.hdr.sgml : 20191003
20191003171526
ACCESSION NUMBER: 0000919574-19-006205
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191001
FILED AS OF DATE: 20191003
DATE AS OF CHANGE: 20191003
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berkshire Partners Holdings LLC
CENTRAL INDEX KEY: 0001597786
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36557
FILM NUMBER: 191136601
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: BPSP, L.P.
CENTRAL INDEX KEY: 0001597787
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36557
FILM NUMBER: 191136602
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: 001-36557
FILM NUMBER: 191136603
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: Stockbridge Partners LLC
CENTRAL INDEX KEY: 0001505183
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36557
FILM NUMBER: 191136604
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: Stockbridge Partners LLC (D/B/A Stockbridge Investors)
DATE OF NAME CHANGE: 20120313
FORMER NAME:
FORMER CONFORMED NAME: Stockbridge Partners LLC
DATE OF NAME CHANGE: 20101108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berkshire Fund IX, L.P.
CENTRAL INDEX KEY: 0001658315
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36557
FILM NUMBER: 191136605
BUSINESS ADDRESS:
STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC
STREET 2: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-227-0050
MAIL ADDRESS:
STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC
STREET 2: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berkshire Fund IX-A, L.P.
CENTRAL INDEX KEY: 0001658319
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36557
FILM NUMBER: 191136606
BUSINESS ADDRESS:
STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC
STREET 2: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-227-0050
MAIL ADDRESS:
STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC
STREET 2: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stockbridge Fund, L.P.
CENTRAL INDEX KEY: 0001501625
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36557
FILM NUMBER: 191136607
BUSINESS ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617-227-0050
MAIL ADDRESS:
STREET 1: 200 CLARENDON STREET
CITY: BOSTON
STATE: MA
ZIP: 02116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stockbridge Absolute Return Fund, L.P.
CENTRAL INDEX KEY: 0001505182
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36557
FILM NUMBER: 191136608
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 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: 001-36557
FILM NUMBER: 191136609
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 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: 001-36557
FILM NUMBER: 191136610
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
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ADVANCED DRAINAGE SYSTEMS, INC.
CENTRAL INDEX KEY: 0001604028
STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS FOAM PRODUCTS [3086]
IRS NUMBER: 510105665
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 4640 TRUEMAN BOULEVARD
CITY: HILLIARD
STATE: OH
ZIP: 43026
BUSINESS PHONE: 614-658-0050
MAIL ADDRESS:
STREET 1: 4640 TRUEMAN BOULEVARD
CITY: HILLIARD
STATE: OH
ZIP: 43026
4
1
ownership.xml
X0306
4
2019-10-01
0
0001604028
ADVANCED DRAINAGE SYSTEMS, INC.
WMS
0001597786
Berkshire Partners Holdings LLC
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001597787
BPSP, L.P.
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001312988
Berkshire Partners LLC
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001505183
Stockbridge Partners LLC
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001658315
Berkshire Fund IX, L.P.
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001658319
Berkshire Fund IX-A, L.P.
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001501625
Stockbridge Fund, L.P.
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001505182
Stockbridge Absolute Return Fund, L.P.
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001505184
Berkshire Investors III LLC
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
0001505185
Berkshire Investors IV LLC
200 CLARENDON STREET
35TH FLOOR
BOSTON
MA
02116
0
0
1
0
Common Stock
2019-10-01
4
P
0
88115
32.2652
A
12323693
I
See Footnote
Common Stock
2019-10-01
4
P
0
1300
32.9815
A
12324993
I
See Footnote
Common Stock
2019-10-02
4
P
0
140458
31.5723
A
12465451
I
See Footnote
Common Stock
143356
D
Common Stock
134841
D
Represents shares that may be deemed to be indirectly beneficially owned by Berkshire Partners Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC ("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund IX, L.P. ("BF IX") holds 6,015,089 shares of the Issuer's common stock, and Berkshire Fund IX-A, L.P. ("BF IX-A") holds 2,464,069 shares of the Issuer's common stock. Ninth Berkshire Associates LLC ("9BA") is the general partner of BF IX and BF IX-A. Stockbridge Fund, L.P. (f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds 3,248,261 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 9,898 shares of the Issuer's common stock, and SP holds 728,134 shares of the Issuer's common stock on behalf of certain other accounts. Stockbridge Associates LLC ("SA") is the general partner of SF and SARF.
(Continued from Footnote 1) BPH is the general partner of BPSP, which is the managing member of each of SP, the registered investment adviser of SF, SARF and certain other accounts holding shares of the Issuer, and BP, the registered investment adviser of BF IX and BF IX-A. As the managing member of SP and BP, BPSP may be deemed to beneficially own shares of common stock that are beneficially owned by SP and BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of common stock that are beneficially owned by BPSP. BPH, BPSP, BP, SP, 9BA and SA 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, as amended (the "Act"). Each of BPH, BPSP, BP, SP, 9BA and SA disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein.
Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC 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 Act.
Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC 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 Act.
The purchase reported on this Form 4 was effective pursuant to a Rule 10b5-1 trading plan adopted by SF and SARF on September 13, 2019.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $31.9700 to $32.9699. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $32.9700 to $32.9900. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $31.3800 to $31.9700. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
/s/ Kenneth S. Bring, Managing Director of Berkshire Partners Holdings LLC
2019-10-03
/s/ Kenneth S. Bring, Managing Director of Berkshire Partners Holdings LLC, the general partner of BPSP, L.P.
2019-10-03
/s/ Kenneth S. Bring, Managing Director of BPSP, L.P., the managing member of Berkshire Partners LLC, and Managing Director of Berkshire Partners Holdings LLC, the general partner of BPSP, L.P.
2019-10-03
/s/ Kenneth S. Bring, Managing Director of BPSP, L.P., the managing member of Stockbridge Partners LLC, and Managing Director of Berkshire Partners Holdings LLC, the general partner of BPSP, L.P.
2019-10-03
/s/ Kenneth S. Bring, Managing Director of Ninth Berkshire Associates LLC, the general partner of Berkshire Fund IX, L.P.
2019-10-03
/s/ Kenneth S. Bring, Managing Director of Ninth Berkshire Associates LLC, the general partner of Berkshire Fund IX-A, L.P.
2019-10-03
/s/ Kenneth S. Bring, Managing Director of Stockbridge Associates LLC, the general partner of Stockbridge Fund, L.P.
2019-10-03
/s/ Kenneth S. Bring, Managing Director of Stockbridge Associates LLC, the general partner of Stockbridge Absolute Return Fund, L.P.
2019-10-03
/s/ Kenneth S. Bring, Managing Director of Berkshire Investors III LLC
2019-10-03
/s/ Kenneth S. Bring, Managing Director of Berkshire Investors IV LLC
2019-10-03