0001181431-13-019258.txt : 20130327
0001181431-13-019258.hdr.sgml : 20130327
20130327212909
ACCESSION NUMBER: 0001181431-13-019258
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130327
FILED AS OF DATE: 20130327
DATE AS OF CHANGE: 20130327
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Pinnacle Foods Inc.
CENTRAL INDEX KEY: 0001564822
STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000]
IRS NUMBER: 352215019
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1224
BUSINESS ADDRESS:
STREET 1: 399 JEFFERSON ROAD
CITY: PARSIPPANY
STATE: NJ
ZIP: 07054
BUSINESS PHONE: 973-541-6620
MAIL ADDRESS:
STREET 1: 399 JEFFERSON ROAD
CITY: PARSIPPANY
STATE: NJ
ZIP: 07054
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLACKSTONE CAPITAL PARTNERS V L P
CENTRAL INDEX KEY: 0001343206
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35844
FILM NUMBER: 13721361
BUSINESS ADDRESS:
STREET 1: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: 345 PARK AVE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Management Associates V L.L.C.
CENTRAL INDEX KEY: 0001368609
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35844
FILM NUMBER: 13721362
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Participation Partnership V L.P.
CENTRAL INDEX KEY: 0001368610
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35844
FILM NUMBER: 13721363
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Family Investment Partnership V L.P.
CENTRAL INDEX KEY: 0001368612
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35844
FILM NUMBER: 13721365
BUSINESS ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: C/O THE BLACKSTONE GROUP
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blackstone Capital Partners V-AC L.P.
CENTRAL INDEX KEY: 0001511258
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35844
FILM NUMBER: 13721360
BUSINESS ADDRESS:
STREET 1: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: 212-583-5000
MAIL ADDRESS:
STREET 1: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V-SMD L.P.
CENTRAL INDEX KEY: 0001537476
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35844
FILM NUMBER: 13721364
BUSINESS ADDRESS:
STREET 1: CO/ THE BLACKSTONE GROUP L.P.
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
BUSINESS PHONE: (212) 583-5224
MAIL ADDRESS:
STREET 1: CO/ THE BLACKSTONE GROUP L.P.
STREET 2: 345 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10154
3
1
rrd375194.xml
FORM 3
X0206
3
2013-03-27
0
0001564822
Pinnacle Foods Inc.
PF
0001343206
BLACKSTONE CAPITAL PARTNERS V L P
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001511258
Blackstone Capital Partners V-AC L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001368612
Blackstone Family Investment Partnership V L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001537476
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V-SMD L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001368610
Blackstone Participation Partnership V L.P.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
0001368609
Blackstone Management Associates V L.L.C.
C/O THE BLACKSTONE GROUP L.P.
345 PARK AVENUE
NEW YORK
NY
10154
0
0
1
0
Common Stock
44445073
I
See Footnotes
Common Stock
2627010
I
See Footnotes
Common Stock
286787
I
See Footnotes
Common Stock
1388957
I
See Footnotes
Common Stock
107473
I
See Footnotes
Common Stock
14910958
I
See Footnotes
Common Stock
12989374
I
See Footnotes
Common Stock
1649101
I
See Footnotes
Common Stock
403079
I
See Footnotes
Common Stock
663714
I
See Footnotes
Common Stock
52619
I
See Footnotes
These shares represent shares of common stock, par value $0.01 per share ("Common Stock") of Pinnacle Foods Inc. (the "Issuer") that are directly held by Peak Holdings LLC ("Peak"). It is expected that Peak will be dissolved upon the completion of the initial public offering of the Issuer, at which point these shares of Common Stock will be held directly by the Blackstone Funds (as defined below).
These securities are held by Blackstone Capital Partners V L.P. ("BCP V") through its holdings of Peak.
These securities are held by Blackstone Capital Partners V-AC L.P. ("BCP V-AC") through its holdings of Peak.
These securities are held by Blackstone Family Investment Partnership V L.P. ( "Family") through its holdings of Peak.
These securities are held by Blackstone Family Investment Partnership V-SMD L.P. ( "Family-SMD") through its holdings of Peak.
These securities are held by Blackstone Participation Partnership V L.P. ("Participation") through its holdings of Peak.
The general partner of BCP V and BCP V-AC is Blackstone Management Associates V L.L.C. BMA V L.L.C. is the sole member of Blackstone Management Associates V L.L.C. The general partner of Family and Participation is BCP V Side-By-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member and the owner of a majority in interest of BMA V L.L.C. and the sole member of BCP V Side-By-Side GP L.L.C.
These securities are held by Blackstone Capital Partners (Cayman) V L.P ("BCP V Cayman") through its holdings of Peak.
These securities are held by Blackstone Capital Partners (Cayman) V- A L.P ("BCP V Cayman-A") through its holdings of Peak.
These securities are held by Blackstone Capital Partners (Cayman) V- AC L.P ("BCP V-AC Cayman") through its holdings of Peak.
These securities are held by Blackstone Family Investment Partnership (Cayman) V L.P ("Family Cayman") through its holdings of Peak.
These securities are held by Blackstone Family Investment Partnership (Cayman) V- SMD L.P ("Family Cayman SMD") through its holdings of Peak.
These securities are held by Blackstone Participation Partnership (Cayman) V L.P ("Participation Cayman", together with BCP V, BCP V-AC, Family, Family-SMD, Participation, BCP V Cayman, BCP V Cayman-A, BCP V-AC Cayman, Family Cayman and Family Cayman SMD, the "Blackstone Funds") through its holdings of Peak.
Blackstone Management Associates (Cayman) V, L.P. is the general partner of BCP V Cayman, BCP V Cayman-A and BCP V-AC Cayman. BCP V GP L.L.C. is a general partner and majority in interest owner of Blackstone Management Associates (Cayman) V, L.P. and the general partner of Family Cayman and Participation Cayman. Blackstone Holdings III L.P. is the sole member of BCP V GP L.L.C.
The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. The general partner of each of Family-SMD and Family Cayman SMD is Blackstone Family GP L.L.C. Blackstone Family GP L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Mr. Schwarzman.
Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares beneficially owned by the Blackstone Funds directly or indirectly controlled by it or him, but each (other than the Blackstone Funds to the extent of their direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
Due to the limitations of the Securities and Exchange Commission's EDGAR system, Peak, BCP V Cayman, BCP V Cayman-A, BCP V-AC Cayman, Family Cayman, Family Cayman SMD, Participation Cayman, Blackstone Management Associates (Cayman) V, L.P., BMA V L.L.C., BCP V Side-By-Side GP L.L.C., Blackstone Family GP L.L.C., BCP V GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Mr. Schwarzman have filed separate Form 3s.
BLACKSTONE CAPITAL PARTNERS V L.P.; By: Blackstone Management Associates V L.L.C., its general partner; By: BMA V L.L.C., its Sole Member; By: /s/ John G. Finley; Title: Chief Legal Officer
2013-03-27
BLACKSTONE CAPITAL PARTNERS V-AC, L.P.; By: Blackstone Management Associates V L.L.C., its general partner; By: BMA V L.L.C., its Sole Member; By: /s/ John G. Finley; Title: Chief Legal Officer
2013-03-27
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V L.P.; By: BCP V Side-by-Side GP L.L.C., its general partner; By: /s/ John G. Finley; Title: Chief Legal Officer
2013-03-27
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V-SMD L.P.; By: Blackstone Family GP L.L.C., its general partner; By: /s/ John G. Finley; Title: Chief Legal Officer
2013-03-27
BLACKSTONE PARTICIPATION PARTNERSHIP V L.P.; By: BCP V Side-by-Side GP L.L.C., its general partner; By: /s/ John G. Finley; Title: Chief Legal Officer
2013-03-27
BLACKSTONE MANAGEMENT ASSOCIATES V L.L.C.; By: BMA V L.L.C., its Sole Member; By: /s/ John G. Finley; Title: Chief Legal Officer
2013-03-27