0000899243-20-008163.txt : 20200313
0000899243-20-008163.hdr.sgml : 20200313
20200313074039
ACCESSION NUMBER: 0000899243-20-008163
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200311
FILED AS OF DATE: 20200313
DATE AS OF CHANGE: 20200313
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: 20710664
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: 20710665
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: 20710666
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
2020-03-11
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
Common Stock
2020-03-11
4
S
0
20517966
26.01
D
3579199
I
See footnotes
Common Stock
2020-03-12
4
S
0
874149
22.60
D
2705050
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
1090000
D
2019-08-13
2024-08-13
Common Stock
1090000
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
1203000
D
2019-08-15
2024-08-15
Common Stock
1203000
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
46500
D
2019-08-16
2024-08-16
Common Stock
46500
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
810000
D
2019-08-14
2024-08-14
Common Stock
810000
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
159140
D
2019-07-26
2024-07-26
Common Stock
159140
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
157411
D
2019-07-30
2024-07-30
Common Stock
157411
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
265541
D
2019-07-29
2024-07-29
Common Stock
265541
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
406509
D
2019-07-25
2024-07-25
Common Stock
406509
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
482684
D
2019-07-11
2024-07-11
Common Stock
482684
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
268099
D
2019-07-24
2024-07-24
Common Stock
268099
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
387466
D
2019-07-12
2024-07-12
Common Stock
387466
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
377120
D
2019-07-31
2024-07-31
Common Stock
377120
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
415137
D
2019-07-15
2024-07-15
Common Stock
415137
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
687240
D
2019-07-10
2024-07-10
Common Stock
687240
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
243863
D
2019-07-18
2024-07-18
Common Stock
243863
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
222760
D
2019-07-08
2024-07-08
Common Stock
222760
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
492053
D
2019-07-17
2024-07-17
Common Stock
492053
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
120819
D
2019-07-05
2024-07-05
Common Stock
120819
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
437610
D
2019-07-16
2024-07-16
Common Stock
437610
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
179341
D
2019-07-03
2024-07-03
Common Stock
179341
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
425476
D
2019-07-19
2024-07-19
Common Stock
425476
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
418576
D
2019-08-01
2024-08-01
Common Stock
418576
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
372693
D
2019-07-23
2024-07-23
Common Stock
372693
19102
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
497441
D
2019-07-09
2024-07-09
Common Stock
497441
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
241638
D
2019-07-02
2024-07-02
Common Stock
241638
14362
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
678259
D
2019-10-09
2024-10-09
Common Stock
678259
174300
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
689047
D
2019-06-28
2024-06-28
Common Stock
689047
40953
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
409034
D
2019-07-22
2024-07-22
Common Stock
409034
63966
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
677366
D
2019-10-09
2024-10-09
Common Stock
677366
0
I
See footnotes
Cash Settled Forward Contracts
26.01
2020-03-11
4
J
1
108778
D
2019-10-09
2024-10-09
Common Stock
108778
35222
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.
On March 11, 2020, the Mantle Ridge Funds simultaneously (a) restructured most of their cash settled forward agreements ("Cash Settled Forward Agreements") into American-style call options on cash-settled forwards ("CSF-Option Agreements") and (b) restructured most of their Common Stock investments into American-style physically settled call options on Common Stock ("Physically Settled Call Options"). On March 12, 2020, the Mantle Ridge Funds sold some of their CSF-Option Agreements and some of their remaining shares of Common Stock. In connection with these transactions, the Mantle Ridge Funds are transferring to the Issuer amounts prescribed by Section 16(b) of the Securities Exchange Act of 1934 and the rules thereunder arising from the reported transactions and previously reported transactions.
Under the terms of each CSF-Option Agreement, if the relevant Mantle Ridge Fund exercises an option (and unless such Mantle Ridge Fund elects to settle such option for cash or for a net number of exercised forward agreements), upon paying the strike price, such Mantle Ridge Fund and its counterparty will be deemed to enter into a Cash Settled Forward Agreement referencing an aggregate number of shares of Common Stock equal to the notional shares underlying the exercised option. The forward price will equal the strike price plus the premium paid for the exercised option, subject to adjustment.
Under the terms of each Cash Settled Forward Agreement, the relevant Mantle Ridge Fund will be 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 compared with the forward price described above.
Form 1 of 4
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
2020-03-13
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
2020-03-13
/s/ Paul C. Hilal, Paul C. Hilal
2020-03-13