0000899243-17-002811.txt : 20170203 0000899243-17-002811.hdr.sgml : 20170203 20170203203853 ACCESSION NUMBER: 0000899243-17-002811 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170201 FILED AS OF DATE: 20170203 DATE AS OF CHANGE: 20170203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex Advisor Subco III LLC CENTRAL INDEX KEY: 0001695911 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573864 BUSINESS ADDRESS: STREET 1: ONEX CORPORATION 712 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125822211 MAIL ADDRESS: STREET 1: ONEX CORPORATION 712 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAH Wind LLC CENTRAL INDEX KEY: 0001381649 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573866 BUSINESS ADDRESS: STREET 1: 424 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: 424 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX PARTNERS III PV LP CENTRAL INDEX KEY: 0001446974 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573867 BUSINESS ADDRESS: STREET 1: C/O ONEX PARTNERS MANAGER LP STREET 2: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: C/O ONEX PARTNERS MANAGER LP STREET 2: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex US Principals LP CENTRAL INDEX KEY: 0001297369 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573868 BUSINESS ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 BUSINESS PHONE: (416) 362-7711 MAIL ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX PARTNERS III LP CENTRAL INDEX KEY: 0001435855 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573871 BUSINESS ADDRESS: STREET 1: C/O ONEX PARTNERS MANAGER LP STREET 2: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: C/O ONEX PARTNERS MANAGER LP STREET 2: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHWARTZ GERALD W CENTRAL INDEX KEY: 0001275599 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573872 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BP EI II LLC CENTRAL INDEX KEY: 0001696217 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573865 BUSINESS ADDRESS: STREET 1: ONEX CORPORATION 712 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125822211 MAIL ADDRESS: STREET 1: ONEX CORPORATION 712 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX BP CO-INVEST LP CENTRAL INDEX KEY: 0001544345 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573870 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX CORP CENTRAL INDEX KEY: 0000937226 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573873 BUSINESS ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 MAIL ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 FORMER NAME: FORMER CONFORMED NAME: ONEX CORP ET AL DATE OF NAME CHANGE: 19950209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: JELD-WEN Holding, Inc. CENTRAL INDEX KEY: 0001674335 STANDARD INDUSTRIAL CLASSIFICATION: MILLWOOD, VENEER, PLYWOOD & STRUCTURAL WOOD MEMBERS [2430] IRS NUMBER: 931273278 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 440 S. CHURCH STREET STREET 2: SUITE 400 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: 704-378-5700 MAIL ADDRESS: STREET 1: 440 S. CHURCH STREET STREET 2: SUITE 400 CITY: CHARLOTTE STATE: NC ZIP: 28202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex Partners III GP LP CENTRAL INDEX KEY: 0001506665 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38000 FILM NUMBER: 17573869 BUSINESS ADDRESS: STREET 1: C/O ONEX INVESTMENT CORP. STREET 2: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-582-2211 MAIL ADDRESS: STREET 1: C/O ONEX INVESTMENT CORP. STREET 2: 712 FIFTH AVENUE, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-02-01 0 0001674335 JELD-WEN Holding, Inc. JELD 0000937226 ONEX CORP 161 BAY STREET SUITE 4900 TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001275599 SCHWARTZ GERALD W C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001435855 ONEX PARTNERS III LP C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001544345 ONEX BP CO-INVEST LP C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001506665 Onex Partners III GP LP C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001297369 Onex US Principals LP C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001446974 ONEX PARTNERS III PV LP C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001381649 OAH Wind LLC C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001696217 BP EI II LLC C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001695911 Onex Advisor Subco III LLC C/O ONEX CORPORATION 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 Common Stock 2017-02-01 4 C 0 39634015 A 42764371 D Common Stock 2017-02-01 4 C 0 5357600 A 5780447 D Common Stock 2017-02-01 4 C 0 1056438 A 1131251 D Common Stock 2017-02-01 4 C 0 530921 A 573070 D Common Stock 2017-02-01 4 C 0 505398 A 545315 D Common Stock 2017-02-01 4 C 0 14803140 A 15979880 D Common Stock 2017-02-01 4 C 0 655441 A 707543 D Common Stock 2017-02-01 4 C 0 127605 A 137683 D Common Stock 2017-02-01 4 C 0 1524464 A 1645682 D Common Stock 2017-02-01 4 S 0 6477273 21.5625 D 62787969 D Each share of Series A-1, Series A-2 and Series A-3 of the Series A Preferred Stock was converted into 1.567086, 1.416214 and 1.140649 shares of common stock, respectively. In each case, 78.5%, 5.0% and 16.5% of the reported shares of common stock represent the shares issued upon conversion of the Series A-1 Preferred Stock, Series A-2 Preferred Stock and Series A-3 Preferred Stock, respectively. Onex Corporation, and Mr. Gerald W. Schwartz, may be deemed to beneficially own the common stock held by (a) Onex Partners III LP, through Onex Corporation's ownership of all of the common stock of Onex Partners Manager GP ULC, the general partner of Onex Partners Manager LP, the agent of Onex Partners III GP LP, the general partner of Onex Partners III LP, (b) Onex BP Co-Invest LP, through Onex Corporation's ownership of all of the equity of Onex Partners Manager GP ULC, the general partner of Onex Partners Manager LP, the agent of Onex Partners III GP LP, the general partner of Onex BP Co-Invest LP, (c) Onex Partners III GP LP, through Onex Corporation's ownership of all of the equity of Onex Partners GP Inc., the general partner of Onex Partners III GP LP, (d) Onex US Principals LP, through Onex Corporation's ownership of all of the common stock of Onex American Holdings GP LLC, the general partner of Onex US Principals LP, (continued from footnote 2) (e) Onex Partners III PV LP, through Onex Corporation's ownership of all of the equity of Onex Partners Manager GP ULC, the general partner of Onex Partners Manager LP, the agent of Onex Partners III GP LP, the general partner of Onex Partners III PV LP, (f) OAH Wind LLC, through Onex Corporation's ownership of all of the equity of Onex American Holdings II LLC, which owns all of the equity of Onex American Holdings Subco LLC, which owns all of the equity of OAH Wind LLC, (g) BP EI II LLC, through Onex Corporation's ownership of all of the equity of Onex American Holdings II LLC, which owns all of the equity of BP EI LLC, which owns all of the equity of BP EI II LLC, and (h) Onex Partners III Select LP, through Onex Corporation's ownership of all of the equity of Onex Partners Manager GP ULC, the general partner of Onex Partners Manager LP, the agent of Onex Partners III GP LP, (continued from footnote 3) the general partner of Onex Partners III Select LP. Mr. Gerald W. Schwartz, may be deemed to beneficially own the common stock held by Onex Advisor Subco III LLC, through Mr. Schwartz's control of 1597257 Ontario Inc., which owns all of the equity of New PCo II Investments Ltd., which owns all of the equity of Onex Advisor Subco LLC, which owns all of the equity of Onex Advisor Subco III LLC. Mr. Gerald W. Schwartz, the Chairman, President and Chief Executive Officer of Onex Corporation, owns shares representing a majority of the voting rights of the shares of Onex Corporation and as such may be deemed to beneficially own all of the common stock beneficially owned by Onex Corporation. Mr. Schwartz disclaims such beneficial ownership, except to the extent of his pecuniary interest therein. Represents shares directly owned by Onex Partners III LP. All of the shares owned by Onex Partners III LP are reported as beneficially owned by each of Onex Partners III LP, Onex Corporation, Onex Partners III GP LP and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by Onex BP Co-Invest LP. All of the shares owned by Onex BP Co-Invest LP are reported as beneficially owned by each of Onex BP Co-Invest LP, Onex Corporation, Onex Partners III GP LP and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by Onex Partners III GP LP. All of the shares owned by Onex Partners III GP LP are reported as beneficially owned by each of Onex Partners III GP LP, Onex Corporation and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation and Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Each of Onex Corporation and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by Onex US Principals LP. All of the shares owned by Onex US Principals LP are reported as beneficially owned by each of Onex US Principals LP, Onex Corporation and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation and Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Each of Onex Corporation and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by Onex Partners III PV LP. All of the shares owned by Onex Partners III PV LP are reported as beneficially owned by each of Onex Partners III PV LP, Onex Corporation, Onex Partners III GP LP and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by OAH Wind LLC. All of the shares owned by OAH Wind LLC are reported as beneficially owned by each of OAH Wind LLC, Onex Corporation and Gerald W. Schwartz, notwithstanding the fact that Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by BP EI II LLC. All of the shares owned by BP EI II LLC are reported as beneficially owned by each of BP EI II LLC, Onex Corporation and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation and Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Each of Onex Corporation and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by Onex Partners III Select LP. All of the shares owned by Onex Partners III Select LP are reported as beneficially owned by each of Onex Partners III Select LP, Onex Corporation, Onex Partners III GP LP and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz has a pecuniary interest in less than 100% of such shares. Each of Onex Corporation, Onex Partners III GP LP and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares directly owned by Onex Advisor Subco III LLC. All of the shares owned by Onex Advisor Subco III LLC are reported as beneficially owned by Gerald W. Schwartz. Comprised of: (i) 3,999,069 shares of common stock sold directly by Onex Partners III LP; (ii) 540,553 shares of common stock sold directly by Onex BP Co-Invest LP; (iii) 105,788 shares of common stock sold directly by Onex Partners III GP LP; (iv) 53,590 shares of common stock sold directly by Onex US Principals LP; (v) 50,995 shares of common stock sold directly by Onex Partners III PV LP; (vi) 1,494,343 shares of common stock sold directly by OAH Wind LLC; (vii) 66,165 shares of common stock sold directly by BP EI II LLC; (viii) 12,875 shares of common stock sold directly by Onex Partners III Select LP; and (ix) 153,895 shares of common stock sold directly by Onex Advisor Subco III LLC. The shares of common stock were sold pursuant to the Underwriting Agreement, dated January 27, 2017, entered into in connection with the Issuer's initial public offering. Comprised of: (i) 38,765,302 shares of common stock held directly by Onex Partners III LP; (ii) 5,239,894 shares of common stock held directly by Onex BP Co-Invest LP; (iii) 1,025,463 shares of common stock held directly by Onex Partners III GP LP; (iv) 519,480 shares of common stock held directly by Onex US Principals LP; (v) 494,320 shares of common stock held directly by Onex Partners III PV LP; (vi) 14,485,537 shares of common stock held directly by OAH Wind LLC; (vii) 641,378 shares of common stock held directly by BP EI II LLC; (viii) 124,808 shares of common stock held directly by Onex Partners III Select LP; and (ix) 1,491,787 shares of common stock held directly by Onex Advisor Subco III LLC. Onex Corporation, By: /s/ Andrea E. Daly, Managing Director, General Counsel and Secretary, By: /s/ Christopher A. Govan, Chief Financial Officer 2017-02-03 By: s/ Donald Lewtas, Donald Lewtas, attorney-in-fact for Gerald W. Schwartz 2017-02-03 Onex Partners III LP, By: Onex Partners III GP LP, its General Partner, By: Onex Partners Manager LP, its Agent, By: Onex Partners Manager GP ULC, its General Partner, By: /s/ Joshua Hausman, Managing Director, By: /s/ Matthew Ross, Managing Director 2017-02-03 Onex BP Co-Invest LP, By: Onex Partners III GP LP, its General Partner, By: Onex Partners Manager LP, its Agent, By: Onex Partners Manager GP ULC, its General Partner, By: /s/ Joshua Hausman, Managing Director, By: /s/ Matthew Ross, Managing Director 2017-02-03 Onex Partners III GP LP, By: Onex Partners GP Inc., its General Partner, By: /s/ Joshua Hausman, Vice President, By: /s/ Matthew Ross, Vice President 2017-02-03 Onex US Principals LP, By: Onex American Holdings GP LLC, its General Partner, By: /s/ Joshua Hausman, Director 2017-02-03 Onex Partners III PV LP, By: Onex Partners III GP LP, its General Partner, By: Onex Partners Manager LP, its Agent, By: Onex Partners Manager GP ULC, its General Partner, By: /s/ Joshua Hausman, Managing Director, By: /s/ Matthew Ross, Managing Director 2017-02-03 OAH Wind LLC, By: /s/ Joshua Hausman, Director 2017-02-03 BP EI II LLC, By: /s/ Joshua Hausman, Director 2017-02-03 Onex Advisor Subco III LLC, By: /s/ Joel Greenberg, Director, By: /s/ Marci Settle, Director 2017-02-03