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