0001209191-21-027688.txt : 20210420
0001209191-21-027688.hdr.sgml : 20210420
20210420200948
ACCESSION NUMBER: 0001209191-21-027688
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210416
FILED AS OF DATE: 20210420
DATE AS OF CHANGE: 20210420
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GEI Capital V, LLC
CENTRAL INDEX KEY: 0001449640
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40204
FILM NUMBER: 21839217
BUSINESS ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 310-954-0444
MAIL ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Green Equity Investors Side V, L.P.
CENTRAL INDEX KEY: 0001449643
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40204
FILM NUMBER: 21839220
BUSINESS ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 310-954-0444
MAIL ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Green Equity Investors V, L.P.
CENTRAL INDEX KEY: 0001449644
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40204
FILM NUMBER: 21839221
BUSINESS ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 310-954-0444
MAIL ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Green V Holdings, LLC
CENTRAL INDEX KEY: 0001449645
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40204
FILM NUMBER: 21839216
BUSINESS ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 310-954-0444
MAIL ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Needle Coinvest LLC
CENTRAL INDEX KEY: 0001517337
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40204
FILM NUMBER: 21839219
BUSINESS ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 310.954.0444
MAIL ADDRESS:
STREET 1: 11111 SANTA MONICA BOULEVARD
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LGP Associates V LLC
CENTRAL INDEX KEY: 0001642447
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40204
FILM NUMBER: 21839218
BUSINESS ADDRESS:
STREET 1: 11111 SANTA MONICA BLVD.
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 310-654-0444
MAIL ADDRESS:
STREET 1: 11111 SANTA MONICA BLVD.
STREET 2: SUITE 2000
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: JOANN Inc.
CENTRAL INDEX KEY: 0001834585
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940]
IRS NUMBER: 461095540
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 5555 DARROW ROAD
CITY: HUDSON
STATE: OH
ZIP: 44236
BUSINESS PHONE: (330) 656-2600
MAIL ADDRESS:
STREET 1: 5555 DARROW ROAD
CITY: HUDSON
STATE: OH
ZIP: 44236
FORMER COMPANY:
FORMER CONFORMED NAME: Jo-Ann Stores Holdings Inc.
DATE OF NAME CHANGE: 20201202
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-04-16
1
0001834585
JOANN Inc.
JOAN
0001449644
Green Equity Investors V, L.P.
11111 SANTA MONICA BOULEVARD, SUITE 2000
LOS ANGELES
CA
90025
1
0
1
0
0001449643
Green Equity Investors Side V, L.P.
11111 SANTA MONICA BOULEVARD, SUITE 2000
LOS ANGELES
CA
90025
1
0
1
0
0001517337
Needle Coinvest LLC
11111 SANTA MONICA BLVD.
SUITE 2000
LOS ANGELES
CA
90025
1
0
1
0
0001642447
LGP Associates V LLC
11111 SANTA MONICA BOULEVARD, SUITE 2000
LOS ANGELES
CA
90025
1
0
1
0
0001449640
GEI Capital V, LLC
11111 SANTA MONICA BOULEVARD, SUITE 2000
LOS ANGELES
CA
90025
1
0
1
0
0001449645
Green V Holdings, LLC
11111 SANTA MONICA BOULEVARD, SUITE 2000
LOS ANGELES
CA
90025
1
0
1
0
Common Stock
2021-04-16
4
J
0
21117204
11.38
D
0
D
Common Stock
2021-04-16
4
J
0
6334611
11.38
D
0
D
Common Stock
2021-04-16
4
J
0
375542
11.38
D
0
D
Restricted Stock Units
2021-03-17
4
A
0
23436
0.00
A
Common Stock
23436
23436
I
See footnote.
On April 16, 2021, Green Equity Investors V, L.P. ("GEI V"), Green Equity Investors Side V, L.P. ("GEI Side V"), and Needle Coinvest LLC ("Coinvest") contributed all securities of the Issuer to each of Green Equity Investors CF, L.P. ("Main CF"), Green Equity Investors Side CF, L.P. ("Side CF"), and LGP Associates CF, LLC ("Associates CF") as part of a transaction pursuant to which GEI V, GEI Side V, Coinvest, and other affiliated co-investment vehicles engaged in a coordinated transfer of their equity interests in several portfolio companies (including the Issuer) to one or more newly formed affiliated investment funds (the "Transaction").
Represents shares of Common Stock contributed by GEI V to Main CF and Side CF as part of the Transaction.
Represents shares owned by GEI V.
GEI Capital V, LLC ("Capital") is the general partner of GEI V and GEI Side V. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI V and GEI Side V, and an affiliate of Capital. LGP Management, Inc. ("LGPM") is the general partner of LGP. Green V Holdings, LLC is a limited partner of GEI V and GEI Side V. LGP Associates V LLC ("Associates") is the manager of Needle Coinvest LLC ("Coinvest"). Peridot Coinvest Manager LLC ("Peridot") is the management company of Associates.
Each of GEI V, GEI Side V, Coinvest, Associates, Capital, LGP, LGPM, Holdings and Peridot directly (whether through ownership or position), or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares of Common Stock held by GEI V, GEI Side V, and Coinvest (together, the "Investors") and, therefore, a "ten percent holder" hereunder.
Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein and not held for record by such Reporting Person, except to the extent of its pecuniary interest therein. This report shall not otherwise be deemed an admission that the Reporting Persons are the beneficial owners of such securities not held of record by the respective Reporting Person, for purposes of Section 16 or for any other purpose.
Represents shares of Common Stock contributed by GEI Side V to Side CF as part of the Transaction.
Represents shares of Common Stock owned by GEI Side V.
Represents shares of Common Stock contributed by Coinvest to Associates CF and Main CF as part of the Transaction.
Represents shares of Common Stock owned by Coinvest.
Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
Represents restricted stock units granted to Messrs. Jonathan Sokoloff and John Yoon and Ms. Chang, as members of the board of directors of the Issuer. Each of Messrs. Sokoloff and Yoon and Ms. Chang received 7,812 restricted stock units.
The restricted stock units vest on March 17, 2022.
Represents restricted stock units held by Messrs. Sokoloff and Yoon and Ms. Chang. Of the 23,436 shares, 7,812 are held by Mr. Sokoloff, 7,812 are held by Mr. Yoon, and 7,812 are held by Ms. Chang. The shares are held for the benefit of LGP and each of Messrs. Sokoloff and Yoon and Ms. Chang disclaims beneficial ownership of such shares, except to the extent of his or her pecuniary interest therein.
/s/ Andrew C. Golberg, Attorney-in-fact
2021-04-20