0000899243-17-017481.txt : 20170628
0000899243-17-017481.hdr.sgml : 20170628
20170628214511
ACCESSION NUMBER: 0000899243-17-017481
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170628
FILED AS OF DATE: 20170628
DATE AS OF CHANGE: 20170628
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Blue Apron Holdings, Inc.
CENTRAL INDEX KEY: 0001701114
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961]
IRS NUMBER: 814777373
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5 CROSBY STREET
CITY: NEW YORK
STATE: NY
ZIP: 10013
BUSINESS PHONE: 347-719-4312
MAIL ADDRESS:
STREET 1: 5 CROSBY STREET
CITY: NEW YORK
STATE: NY
ZIP: 10013
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VIII & Co. Ltd.
CENTRAL INDEX KEY: 0001559311
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38134
FILM NUMBER: 17936650
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VIII & Co. L.P.
CENTRAL INDEX KEY: 0001559306
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38134
FILM NUMBER: 17936651
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VIII Institutional L.P.
CENTRAL INDEX KEY: 0001508902
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38134
FILM NUMBER: 17936652
BUSINESS ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
FORMER NAME:
FORMER CONFORMED NAME: 1865G L.P.
DATE OF NAME CHANGE: 20101228
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VIII L.P.
CENTRAL INDEX KEY: 0001508900
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38134
FILM NUMBER: 17936653
BUSINESS ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
FORMER NAME:
FORMER CONFORMED NAME: 1865B L.P.
DATE OF NAME CHANGE: 20101228
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2017-06-28
0
0001701114
Blue Apron Holdings, Inc.
NYSE:APRN
0001508900
Bessemer Venture Partners VIII L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001508902
Bessemer Venture Partners VIII Institutional L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001559306
Deer VIII & Co. L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001559311
Deer VIII & Co. Ltd.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE
LARCHMON
NY
10538
0
0
1
0
Series A Preferred Stock
Class B Common Stock
14777300
I
See footnotes
Series B Preferred Stock
Class B Common Stock
17507650
I
See footnotes
Series C Preferred Stock
Class B Common Stock
3627640
I
See footnotes
Series D Preferred Stock
Class B Common Stock
375181
I
See footnotes
The Series A Preferred Stock is convertible into Class B Common Stock on a 50:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series A Preferred Stock will be converted into shares of Class B Common Stock of the Issuer in an exempt transaction pursuant to Rules 16b-6 and 16b-7. As of the date hereof, Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and Bessemer Venture Partners VIII, L.P. ("BVP VIII", together with BVP VIII Inst referred to collectively, the "Funds") own 161,369 shares and 134,177 shares, respectively, of Series A Preferred Stock.
The Class B Common Stock is convertible into the issuer's Class A Common Stock on a one-for-one basis and at the holder's election and has no expiration date. Upon the closing of the IPO, the Class B Common Stock will also be convertible into the issuer's Class A Common Stock on the same basis upon certain transfers of such shares.
Deer VIII & Co. Ltd. ("Deer Ltd.") is the general partner of Deer VIII & Co. L.P. ("Deer L.P."), which is the general partner of each of the Funds. Deer Ltd. and Deer L.P. disclaim beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that Deer Ltd. and Deer L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the Funds.
The Series B Preferred Stock is convertible into Class B Common Stock on a 50:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series B Preferred Stock will be converted into shares of Class B Common Stock of the Issuer in an exempt transaction pursuant to Rules 16b-6 and 16b-7. As of the date hereof, BVP VIII Inst and BVP VIII own 191,184 shares and 158,969 shares, respectively, of Series B Preferred Stock.
The Series C Preferred Stock is convertible into Class B Common Stock on a 5:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series C Preferred Stock will be converted into shares of Class B Common Stock of the Issuer in an exempt transaction pursuant to Rules 16b-6 and 16b-7. As of the date hereof, BVP VIII Inst and BVP VIII own 396,139 shares and 329,389 shares, respectively, of Series C Preferred Stock.
The Series D Preferred Stock is convertible into Class B Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series D Preferred Stock will be converted into shares of Class B Common Stock of the Issuer in an exempt transaction pursuant to Rules 16b-6 and 16b-7. As of the date hereof, BVP VIII Inst and BVP VIII own 204,849 shares and 170,332 shares, respectively, of Series D Preferred Stock.
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII L.P.
2017-06-28
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII Institutional L.P.
2017-06-28
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P
2017-06-28
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd
2017-06-28