0000899243-20-003885.txt : 20200210 0000899243-20-003885.hdr.sgml : 20200210 20200210204447 ACCESSION NUMBER: 0000899243-20-003885 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200210 FILED AS OF DATE: 20200210 DATE AS OF CHANGE: 20200210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mantle Ridge LP CENTRAL INDEX KEY: 0001695459 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36223 FILM NUMBER: 20593581 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, SUITE 17F CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 646-762-8540 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, SUITE 17F CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MR BridgeStone Advisor LLC CENTRAL INDEX KEY: 0001785605 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36223 FILM NUMBER: 20593582 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (646) 762-8540 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hilal Paul C CENTRAL INDEX KEY: 0001413084 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36223 FILM NUMBER: 20593583 MAIL ADDRESS: STREET 1: PERSHING SQUARE CAPITAL MANAGEMENT, L.P. STREET 2: 888 SEVENTH AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Aramark CENTRAL INDEX KEY: 0001584509 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 208236097 STATE OF INCORPORATION: DE FISCAL YEAR END: 1002 BUSINESS ADDRESS: STREET 1: 2400 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 215-238-3000 MAIL ADDRESS: STREET 1: 2400 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: ARAMARK Holdings Corp DATE OF NAME CHANGE: 20130815 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-02-10 0 0001584509 Aramark ARMK 0001695459 Mantle Ridge LP 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 0 0 0 1 Director by deputization 0001785605 MR BridgeStone Advisor LLC 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 0 0 0 1 Director by deputization 0001413084 Hilal Paul C 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 1 0 0 0 Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 20000 0.00 D 2019-08-15 2024-08-15 Common Stock 20000 1203000 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 5500 0.00 D 2019-08-16 2024-08-16 Common Stock 5500 46500 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 24860 0.00 D 2019-07-26 2024-07-26 Common Stock 24860 159140 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 24589 0.00 D 2019-07-30 2024-07-30 Common Stock 24589 157411 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 41459 0.00 D 2019-07-29 2024-07-29 Common Stock 41459 265541 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 63491 0.00 D 2019-07-25 2024-07-25 Common Stock 63491 406509 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 75456 0.00 D 2019-07-11 2024-07-11 Common Stock 75456 482684 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 41901 0.00 D 2019-07-24 2024-07-24 Common Stock 41901 268099 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 60534 0.00 D 2019-07-12 2024-07-12 Common Stock 60534 387466 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 58880 0.00 D 2019-07-31 2024-07-31 Common Stock 58880 377120 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 64863 0.00 D 2019-07-15 2024-07-15 Common Stock 64863 415137 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 42760 0.00 D 2019-07-10 2024-07-10 Common Stock 42760 687240 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 38137 0.00 D 2019-07-18 2024-07-18 Common Stock 38137 243863 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 13240 0.00 D 2019-07-08 2024-07-08 Common Stock 13240 222760 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 76947 0.00 D 2019-07-17 2024-07-17 Common Stock 76947 492053 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 7181 0.00 D 2019-07-05 2024-07-05 Common Stock 7181 120819 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 68390 0.00 D 2019-07-16 2024-07-16 Common Stock 68390 437610 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 10659 0.00 D 2019-07-03 2024-07-03 Common Stock 10659 179341 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 66524 0.00 D 2019-07-19 2024-07-19 Common Stock 66524 425476 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 65424 0.00 D 2019-08-01 2024-08-01 Common Stock 65424 418576 I See footnotes Cash Settled Forward Contracts 41.12 2020-02-10 4 J 1 39205 0.00 D 2019-07-23 2024-07-23 Common Stock 39205 391795 I See footnotes Cash Settled Forward Contracts 40.46 2020-02-10 4 J 1 45441 0.00 D 2019-10-09 2024-10-09 Common Stock 45441 852559 I See footnotes Cash Settled Forward Contracts 40.46 2020-02-10 4 J 1 29559 0.00 D 2019-07-09 2024-07-09 Common Stock 29559 497441 I See footnotes In addition to Mantle Ridge LP, a Delaware limited partnership ("Mantle Ridge"), this Form 4 is being filed jointly by MR BridgeStone Advisor LLC, a Delaware limited liability company ("MR BridgeStone") and Paul C. Hilal, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Mantle Ridge and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities"). All Subject Securities reported on this Form 4 are rounded up to the nearest whole share. MR BridgeStone, a wholly owned subsidiary of Mantle Ridge, advises the accounts of MR BridgeStone Offshore Fund AB Ltd and MR BridgeStone Offshore Fund CA 01 Ltd, each a Cayman Islands exempted company (all such funds and their subsidiaries together, the "Mantle Ridge Funds"). MR BridgeStone, as the investment adviser to the Mantle Ridge Funds, and Mantle Ridge, as the sole member of MR BridgeStone, each may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Paul C. Hilal's position as ultimately controlling MR BridgeStone and Mantle Ridge, Paul C. Hilal may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein. Paul C. Hilal is a member of the board of directors of the Issuer, and as a result, each of the Reporting Persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934. Certain of the Mantle Ridge Funds previously entered into certain cash-settled forward transactions (the "Cash Settled Forward Agreements"). Under the terms of the Cash Settled Forward Agreements, such Mantle Ridge Funds are required to pay to the counterparty any decrease in, and have the right to receive from the counterparty any increase in, the market price of the referenced notional number of shares of Common Stock during a period determined in accordance with the Cash Settled Forward Agreement around each valuation date compared with a forward price (which includes a financing charge) agreed by the parties, as adjusted. The forward price is subject to adjustment to account for any cash dividends or distributions declared by the Issuer. Such Mantle Ridge Fund may elect to terminate the Cash Settled Forward Agreement early, in which case the valuation date will occur on such early termination date. (Continued from footnote 5) The Cash Settled Forward Agreements are being partially unwound and the unwind payment was determined based on the difference between the settlement price reported in column 2 and the forward price of the Cash Settled Forward Agreement. The reported transactions relate to a partial unwind of certain Cash Settled Forward Agreements in MR BridgeStone Offshore Fund CA 01 Ltd. They were mandated by a contractual commitment entered into at the time of that entity's funding in the summer of 2019. They collectively represent less than two one hundredths of the Reporting Persons' economic exposure to the Issuer. The transactions were effected solely for the purpose of fulfilling such commitment, and solely to the extent required to satisfy it. The timing of these transactions was determined by the contractual obligation described above, and the Issuer's trading blackout period, which expired on the second trading day after the Issuer's February 4th earnings release. With the completion of the transactions reported herein, such contractual commitment is fully and completely satisfied. This was the only unwind or sale or delevering commitment within the Mantle Ridge Funds. There are no others outstanding. (Continued from footnote 7) The Reporting Persons have no plans to effect additional transactions, though expressly reserve the right to do so. Represents the settlement price associated with the applicable Cash Settled Forward Agreements. Such settlement price is a Volume Weighted Average Price (VWAP) price paid in accordance with the terms of the Cash Settled Forward Agreement. MANTLE RIDGE LP, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 2020-02-10 MR BridgeStone Advisor LLC, By: Mantle Ridge LP, its sole member, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 2020-02-10 /s/ Paul C. Hilal, Paul C. Hilal 2020-02-10