0000899243-15-009466.txt : 20151208
0000899243-15-009466.hdr.sgml : 20151208
20151208163624
ACCESSION NUMBER: 0000899243-15-009466
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151204
FILED AS OF DATE: 20151208
DATE AS OF CHANGE: 20151208
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlyle Group L.P.
CENTRAL INDEX KEY: 0001527166
STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276094
BUSINESS ADDRESS:
STREET 1: C/O THE CARLYLE GROUP
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
BUSINESS PHONE: 202 729 5626
MAIL ADDRESS:
STREET 1: C/O THE CARLYLE GROUP
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TC Group Cayman Investment Holdings Sub L.P.
CENTRAL INDEX KEY: 0001548636
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1212
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276095
BUSINESS ADDRESS:
STREET 1: C/O WALKER CORPORATE SERVICES LIMITED
STREET 2: 190 ELGIN AVENUE
CITY: GEORGE TOWN, GRAND CAYMAN
STATE: E9
ZIP: KY1-9001
BUSINESS PHONE: 202-729-5438
MAIL ADDRESS:
STREET 1: C/O WALKER CORPORATE SERVICES LIMITED
STREET 2: 190 ELGIN AVENUE
CITY: GEORGE TOWN, GRAND CAYMAN
STATE: E9
ZIP: KY1-9001
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlyle Equity Opportunity GP, L.L.C.
CENTRAL INDEX KEY: 0001617144
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276098
BUSINESS ADDRESS:
STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
BUSINESS PHONE: (202) 729-5438
MAIL ADDRESS:
STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlyle Holdings II L.P.
CENTRAL INDEX KEY: 0001548630
STATE OF INCORPORATION: A8
FISCAL YEAR END: 1212
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276099
BUSINESS ADDRESS:
STREET 1: C/O THE CARLYLE GROUP L.P.
STREET 2: 1001 PENNSYLVANIA AVENUE, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20004-2505
BUSINESS PHONE: 202-729-5626
MAIL ADDRESS:
STREET 1: C/O THE CARLYLE GROUP L.P.
STREET 2: 1001 PENNSYLVANIA AVENUE, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20004-2505
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SQBG, Inc.
CENTRAL INDEX KEY: 0000791770
STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300]
IRS NUMBER: 860449546
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1065 AVENUE OF AMERICAS
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10018
BUSINESS PHONE: (646) 564-2577
MAIL ADDRESS:
STREET 1: 1065 AVENUE OF AMERICAS
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10018
FORMER COMPANY:
FORMER CONFORMED NAME: SEQUENTIAL BRANDS GROUP, INC.
DATE OF NAME CHANGE: 20120326
FORMER COMPANY:
FORMER CONFORMED NAME: PEOPLES LIBERATION INC
DATE OF NAME CHANGE: 20060109
FORMER COMPANY:
FORMER CONFORMED NAME: CENTURY PACIFIC FINANCIAL CORP
DATE OF NAME CHANGE: 19991101
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlyle Holdings II GP L.L.C.
CENTRAL INDEX KEY: 0001548629
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1212
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276093
BUSINESS ADDRESS:
STREET 1: C/O THE CARLYLE GROUP L.P.
STREET 2: 1001 PENNSYLVANIA AVENUE, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20004-2505
BUSINESS PHONE: 202-729-5626
MAIL ADDRESS:
STREET 1: C/O THE CARLYLE GROUP L.P.
STREET 2: 1001 PENNSYLVANIA AVENUE, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20004-2505
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlyle Equity Opportunity GP, L.P.
CENTRAL INDEX KEY: 0001617145
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276097
BUSINESS ADDRESS:
STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
BUSINESS PHONE: (202) 729-5438
MAIL ADDRESS:
STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TC Group Cayman Investment Holdings, L.P.
CENTRAL INDEX KEY: 0001475444
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276100
BUSINESS ADDRESS:
STREET 1: C/O WALKERS CORPORATE SERVICES LIMITED
STREET 2: 190 ELGIN AVENUE
CITY: GEORGE TOWN, GRAND CAYMAN
STATE: E9
ZIP: KY1-9001
BUSINESS PHONE: (202) 729-5438
MAIL ADDRESS:
STREET 1: C/O WALKERS CORPORATE SERVICES LIMITED
STREET 2: 190 ELGIN AVENUE
CITY: GEORGE TOWN, GRAND CAYMAN
STATE: E9
ZIP: KY1-9001
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlyle Galaxy Holdings, L.P.
CENTRAL INDEX KEY: 0001617182
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276096
BUSINESS ADDRESS:
STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
BUSINESS PHONE: (202) 729-5438
MAIL ADDRESS:
STREET 1: C/O THE CARLYLE GROUP, SUITE 220 SOUTH
STREET 2: 1001 PENNSYLVANIA AVENUE, N.W.
CITY: WASHINGTON
STATE: DC
ZIP: 20004
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Carlyle Group Management L.L.C.
CENTRAL INDEX KEY: 0001548624
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1212
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36082
FILM NUMBER: 151276101
BUSINESS ADDRESS:
STREET 1: C/O THE CARLYLE GROUP L.P.
STREET 2: 1001 PENNSYLVANIA AVENUE, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20004-2505
BUSINESS PHONE: 202-729-5626
MAIL ADDRESS:
STREET 1: C/O THE CARLYLE GROUP L.P.
STREET 2: 1001 PENNSYLVANIA AVENUE, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20004-2505
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-12-04
1
0000791770
SQBG, Inc.
SQBG
0001548624
Carlyle Group Management L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE.
WASHINGTON
DC
20004
0
0
1
0
0001475444
TC Group Cayman Investment Holdings, L.P.
C/O INTERTRUST CORPORATE SERVICES LTD.,
190 ELGIN AVENUE,
GEORGE TOWN, GRAND CAYMAN
E9
KY1-9005
CAYMAN ISLANDS
0
0
1
0
0001548636
TC Group Cayman Investment Holdings Sub L.P.
C/O INTERTRUST CORPORATE SERVICES LTD.,
190 ELGIN AVENUE,
GEORGE TOWN, GRAND CAYMAN
E9
KY1-9005
CAYMAN ISLANDS
0
0
1
0
0001527166
Carlyle Group L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON
DC
20004
0
0
1
0
0001548629
Carlyle Holdings II GP L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON
DC
20004
0
0
1
0
0001548630
Carlyle Holdings II L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON
DC
20004
0
0
1
0
0001617144
Carlyle Equity Opportunity GP, L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON
DC
20004
0
0
1
0
0001617145
Carlyle Equity Opportunity GP, L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON
DC
20004
0
0
1
0
0001617182
Carlyle Galaxy Holdings, L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE. NW, SUITE 220S
WASHINGTON
DC
20004
0
0
1
0
Common Stock
2015-12-04
4
D
0
6369812
0.00
D
0
I
See footnote
Common Stock Warrant (right to buy)
11.20
2015-12-04
4
D
0
1403254
D
2019-12-31
Common Stock
1403254
0
I
See footnote
As of the effective time (the "Effective Time") of the transactions contemplated by the Agreement and Plan of Merger, dated as of June 22, 2015, as amended, by and among the Issuer (formerly known as Sequential Brands Group, Inc.), Martha Stewart Living Omnimedia, Inc., Singer Madeline Holdings, Inc. (which was renamed Sequential Brands Group, Inc. as of the Effective Time) ("Holdings"), and certain wholly owned subsidiaries of Holdings (the "Merger Agreement"), each share of common stock of the Issuer was converted into one share of common stock of Holdings.
Carlyle Galaxy Holdings, L.P. ("Carlyle Galaxy") is the beneficial owner of the shares of common stock reported herein. Carlyle Group Management L.L.C. is the general partner of The Carlyle Group L.P., which is a publicly traded entity listed on NASDAQ. The Carlyle Group L.P. is the managing member of Carlyle Holdings II GP L.L.C., which is the general partner of Carlyle Holdings II L.P., which is the general partner of TC Group Cayman Investment Holdings, L.P., which is the general partner of TC Group Cayman Investment Holdings Sub L.P., which is the managing member of Carlyle Equity Opportunity GP, L.L.C., which is the general partner of Carlyle Equity Opportunity GP, L.P., which is the general partner of Carlyle Galaxy Holdings, L.P. Accordingly, each of the foregoing entities may be deemed to share beneficial ownership of the shares of common stock owned of record by Carlyle Galaxy.
The warrant was exercisable for an aggregate of up to 1,403,254 shares of common stock of the Issuer (the "Old Warrant") based upon the performance of the Linens 'n Things brand. As of the Effective Time of the Merger Agreement, each Old Warrant was converted into a warrant to purchase shares of common stock of Holdings on the terms and conditions (including applicable strike price and vesting requirements) as were applicable under the Old Warrant.
The disposition of the referenced securities of the Issuer by the reporting persons was made as a result of the business combination of the Issuer and Martha Stewart Living Omnimedia, Inc. with and into wholly owned subsidiaries of Holdings, Singer Merger Sub, Inc. and Madeline Merger Sub, Inc., respectively, which mergers were consummated on December 4, 2015, prior to the filing date for the Current Report on Form 8-K filed by Holdings reporting such mergers. As a result of such mergers the Issuer ceased to be a publicly traded company with Holdings becoming the successor issuer to both the Issuer and Martha Stewart Living Omnimedia, Inc. The disposition of all such securities by the reporting person was approved and exempted pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
CARLYLE GROUP MANAGEMENT L.L.C. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
THE CARLYLE GROUP L.P. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
CARLYLE HOLDINGS II GP L.L.C. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
CARLYLE HOLDINGS II L.P. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
TC GROUP CAYMAN INVESTMENT HOLDINGS, L.P. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
TC GROUP CAYMAN INVESTMENT HOLDINGS SUB L.P. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
CARLYLE EQUITY OPPORTUNITY GP, L.L.C. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
CARLYLE EQUITY OPPORTUNITY GP, L.P. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08
CARLYLE GALAXY HOLDINGS, L.P. By: /s/ Andrea Pekala, attorney-in-fact
2015-12-08